Don't Stand So
by Capaldelight
Summary: A Whouffaldi fic! Clara and Twelve set during the current season, filling in some of the "blanks" between episodes. My version of Twelve is very dominant and there is a dubious consent vibe to this story. He catches Clara reading Lolita and decides to pursue her...since she has a thing for older men...
1. Chapter 1

**Don't Stand So**

**Note A: **The title of this fic is taken from The Police song "Don't Stand So Close to Me". I also utilized quotage from the book, Lolita, which is also mentioned in song. I have never shipped anyone on Doctor Who, but for some reason 12/Clara does it for me. It is probably the professor vibe. Go Whouffadli!

**Note B:** This takes place after _Robots of Sherwood.  
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**WARNING: As mentioned in the synopsis, this is darker fic, exploring darker themes. My version of Twelve is domineering, possessive, and dominant. There is a dubious consent issue (but this fic is not and will never be non-consensual). If this offends you or is likely to offend you...don't read it! **

"What are you reading so intently?"

Blinking, Clara glanced up at the gallery where the doctor sat in his stately leather chair, studying her over the rim of his glass. Apparently, this version of the Time Lord loved spirits, especially single malt whiskey. She quickly pressed a button on her Kindle tablet, sending the naughty book back to the cloud, and promptly locked the screen.

They'd been traveling together for two days but it felt like two minutes at times. And others, it seemed like two decades. Something about this particular incarnation of the doctor made her nervous. The way he watched her, and how he _oh so carefully_ kept his distance. In his former incarnation, she'd been in charge and now she felt out of her depth. He'd grown darker, harder, a lot more unpredictable. It was a curious mixture of intriguing and irritating. She'd even taken to slapping him on occasion.

Clara cleared her throat and hoped her tone seemed sufficiently airy when she spoke. "I'm doing a lesson plan next week on banned books and I was just brushing up on one of them."

Total lie, of course, but she didn't really want to play confessional with him.

He raised a silver brow, evidently intrigued. "Oh? How very controversial of you." He gave her a rare, pleased smile. A rebel at heart, he no doubt approved of teaching touchy subjects to children, so they could think for themselves. "Which one?"

_Oh, Bloody hell_.

She could feel a blush creeping up her cheeks. "Er, Huck Finn."

A long finger traced the rim of his glass and he scrutinized her with those intense stormy blue eyes. "I don't believe you, Clara. Try again."

_Damn_. Why did she have to read that blasted book whilst in the same room with him? Unfortunately, her prattling conscience knew the answer and spoke up. _Because you wanted a little thrill. Reading a forbidden book, while fantasizing about a forbidden man. _She'd been reading and sneaking glances at him from underneath her lashes. And fantasizing.

Clara needed to shut this little inquiry down now. She scowled at him. "I_ said_ I was reading Huck Finn."

"Mark Twain wouldn't have you so flustered." With that, he stood and descended the stairs in a smooth swooping motion, his crimson-lined coattails billowing around him. With his graceful hands and surprisingly dramatic flair, he reminded her of a nimble magician.

He held out his hand for her tablet. "Give it to me." His tone brooked no argument.

"No," she said crossly, tucking it beneath her arm.

"I said, _give it to me_," he murmured, holding his hand out once more. He didn't raise his voice but it was laced with authority.

Clara stared at him, mutinously.

Raising an imperious brow, he snatched it from her. Then he used the sonic on the device, easily uncovering her naughty reading habits.

"That's cheating!" she protested.

"No," he said smoothly. "I'm merely using my resources. Hmm," he said, studying the screen. "What have we here? _Lolita_," he murmured. "I knew you were lying!" he said triumphantly. "My, my, that _is _controversial."

If there were any convenient black holes about, Clara though she just might pop in one of them right about now.

And then, to compound her mortification, he read aloud the passage she'd just highlighted. "All at once we were madly, clumsily, shamelessly, agonizingly in love with each other; hopelessly, I should add, because that frenzy of mutual possession might have been assuaged only by our actually imbibing and assimilating every particle of each other's soul and flesh."

She could feel her cheeks flaming as he pinned her with his gaze.

The book was one of her favorites, detailing an older man's obsession with a teenage girl. Clara could relate in a roundabout fashion. As a schoolgirl, she'd formed an unreasonable attachment to a particularly handsome English teacher. Clara had pretended he'd fancied her, but he'd never returned her affections.

"Such scandalous reading material," he remarked slyly. " The book is well written, although Humbert, as a character, is quite mad."

"Well, yes, he shouldn't have been lusting after a young girl," she said stiffly, crossing her arms over her chest.

The Doctor smirked. "No, that isn't his most egregious mistake."

She raised a brow. "No?" With his new fixation on chalkboards and books, and the emphasis on moral quandaries, she felt a little like she was taking a bizarre philosophy class taught by the Doctor this semester. _Quantum Ethical Dilemmas._

"His mistake is_ acting_ on that obsession. There is no harm in fantasizing about a luscious young thing, but one should never touch her," his voice dipped lower, and a banked fire smoldered within those frosty blue eyes. "Take her."

Clara sucked in a breath. "T-take her?"

"You know," he said conversationally, as he prowled over to the console, "as a boy in the Academy, I studied regeneration in my species. We mostly talked in terms of the rearrangement of cells. I always assumed that it was a simple affair.

A new face, a new body, but I hadn't counted on the way it would affect my personality."

She widened her eyes, stunned by the quick change of topic, but shook it off. He had mercurial moods these days. She followed him over to the controls, standing a good foot or so away. He flicked switches, deftly changing course to God only knows where.

"Yes, but you are still, er, you, right?"

"Of course I'm still me. I have all my memories, and that is what makes a person whom they are, don't you think? A link to one's past?"

Clara nodded. While he might have all of his yesterdays, this Doctor was a new model, a radical alteration from the man she thought she knew so well.

"Yes, though the personality changes, shifts a bit. I'm still the man I was. Intelligent, curious, brave—"

"Arrogant, socially inept, with an alarmingly short attention span," she put in quickly.

He glowered at her. "Perhaps, but that isn't the point of this particular conversation."

"And what is the point?" Because frankly, her brain was still trying to wrap itself around his earlier 'take her' comment.

"While I am the same man you knew, Clara, my nature has fundamentally altered in some ways. When I wore the face of a young man, I had a schoolboy's crush on you, one that you never returned. I think in that regeneration I regained a bit of my innocence," he murmured.

Clara gulped. She'd been flattered by the Doctor's attention, of course, but he hadn't really been her type. Too shy, too young, and a bit too awkward. She adored flirting with him, but she'd never seriously considered him as anything other than a friend.

"And now?" she asked hesitantly.

The Doctor pulled the scanner around, eying the screen intently and refusing to look at her. "I am older in both appearance and thought."

And then he was on her. One moment, he stood fiddling with switches and levers, and the next he held her immobile.

The Doctor trapped her between his body and the console. His steely blue eyes held hers captive. They reminded her of a frozen lake. "I respect your decision, Clara. You've made it clear you don't desire a romantic entanglement with me and I am quite content with your friendship."

"O-okay." She bit her lip, unsure what to make of his intensity.

"But I'm a man, not a mooning boy who will follow you around accepting any scraps of your attention you toss my way. If you flirt with me, look up at me with those yearning brown eyes of yours, tempting me to take what I want from you…_I will. _Fair warning_. _I'm not quite the gentleman I once was_."_

She could feel her cheeks flame. She shook her head. "I didn't—"

"Don't lie to me, Clara, or to yourself. We both know very well what you were doing. Don't play with me, tease me. I can only withstand so much enticement. One of these days I'll take what you've offered up and the choice will no longer be yours. I'll take everything I want from you."

_Oh God._ She felt a traitorous slide of warmth slipping through her body, flushing her cheeks . "And what do you want from me?" she whispered.

He laughed without humor. "It isn't romantic, Clara, it's deeper than that. It's passion, a fixation, a hunger that will never quite be quenched."

She shuddered.

"By the very nature of my eternal existence, any relationship I have is fleeting, so I will wring as much out of it as I can. Savor it. Believe me when I tell you, tantalize me at your own peril. I won't take a little bit, I want it all, Clara. All of you. Do you understand?"

She had to clear her throat before she could speak. "Y-yes."

He gave her a curt nod and then abruptly, he was on the other side of the console. The TARDIS wheezed as she landed and the Doctor nodded to the doors. "You're back at the Coal Hill School. I've landed us in a broom closet in the basement. You should be in time for your faculty meeting."

Evidently, she'd just been dismissed.

Clara walked down the platform, knees knocking together, heart galloping in her chest. When she reached the door, she turned back to him cautiously. "When will I see you again?"

He shrugged, once more calm and composed. "When I need you again."

_Three weeks, four days…._

That's how long it had been since he'd seen Clara. He'd managed to stay away from her for nearly a month, but it had been hellish. He'd had to stop himself from popping up at her flat dozens of times. He'd hoped to gain some perspective, go back to regarding her as a sexless friend he gallivanted around the galaxy with, but to no avail.

He'd tried to distract himself by visiting engaging destinations. He'd had supper with Thomas Jefferson. He'd sung along with the melodic gemstones in the Striking Nebula. He'd even taken a spin around a distant desert planet, looking for fascinating quartz formations.

But he hadn't been able to get Clara out of his mind.

So now he sat in her bedroom, at her makeup table surrounded by her perfume and her discarded clothing, waiting for her to wake up. If he had any honor left, he'd have arrived on her doorstep during daylight when she was awake and aware. He shouldn't be sitting here like a thief in the night, gorging on the site of her.

Clara curled on the counterpane wearing a white cotton nightgown which came just above her thighs. She'd left the windows open in her little flat because it was unseasonably hot and humid. He tried not to think about kissing her awake, fitting himself between her supple thighs…_blast._

He dragged his gaze away from her.

She was dating someone, a man she never named and he didn't ask about. But he wanted all the details, wanted to size the boy up. Whomever he was, he wouldn't be a good fit for her. And the Doctor knew that, deep down in his hearts. No human man would possibly measure up to her. Not _his _Impossible Girl.

She'd willingly allowed herself to be ripped into pieces by the time winds, been blown into the varied corners of his life, and all to save him.

Not that he deserved her either.

But the Doctor had always been a selfish bastard. High-handed, hot-tempered, and much like Oscar Wilde, his old drinking companion, he had a nasty habit of giving in to temptation…

And oh, did Clara Oswald tempt him.

He shouldn't have had that talk with her on the TARDIS, warned her about his appetites. His cravings. If it wouldn't have wreaked havoc with his own timeline, he would have pulled himself aside before he'd said it and slapped some sense into his own thick skull.

But he'd come to a conclusion the past couple of weeks. Their situation was intolerable. Now that he'd voiced his desires, he couldn't remain her sexless older friend. He_ needed _Clara Oswald. Not as his girlfriend, that was much too weak a word, not even as his wife. He'd more than a couple of those throughout the centuries. No, he wanted much more from Clara.

Something darker, more fervent. More possessive.

_And why shouldn't I take it?_ A devious voice inside whispered. Clara wanted this, wanted _him_ as well, even though she refused to admit it. He'd seen the longing in her eyes, the interest. He'd been so lonely for so long. Not since River had he let someone in. And Clara wasn't just anyone, she had seen all of his yesterdays, known all of his incarnations. She knew exactly who and what he was. That would lessen the guilt.

He could seduce Clara. Easily. He had a couple thousand years of experience at his disposal. _Oh, yes, the Doctor dances…_

The poor girl didn't stand a chance against him.

He stood staring down at her. Then gingerly kissed the corner of her sweet little mouth. She stirred, lashes fluttering, but fell right back asleep, so trusting. Completely unaware of the kiss he'd just stolen.

Not the first thing he'd ever stolen from her. And it wouldn't be the last either.

"Soon, Clara," he promised softly. "Soon you'll be mine."

He placed a finger to her forehead, slowly tracing it, planting thoughts in her head. Of him. Human minds were so malleable. He inserted himself into her dream world so easily. Once there, he'd breach her mental defenses, make love to her in her imaginings, prime her for the physical seduction yet to come.

With that, he hurried back in the TARDIS to leap ahead to the next morning. Yes, he could add impatience to his ever growing list of sins.

His Impossible Girl deserved an impossible hero, but she'd have to settle for him, for a man who'd been the villain on more than one occasion.

_Sleep well, Clara. Tomorrow, the seduction begins…._

"Coffee?"

"What?!"

With a little shriek, Clara rolled over to see the Doctor casually sitting on the edge of her bed, holding a carrier with two coffees and a white pastry box. She scrambled for the covers, dragging the material over her splayed thighs. He'd never just shown up in her bedroom before. He'd always parked the TARDIS adjacent to her flat or at the school, somewhere neutral.

_And after the dream she'd had last night…._

He plucked one of the coffees from the carrier and held it out to her. "Coffee. Well, its _café au lait_ actually from a busy little café in Paris."

Bleary eyed, she just stared at him. _What?!_

He chuckled. "I think you're disoriented and the caffeine will help."

With an irritated sigh, she reached for it and hesitated, noting his long fingers practically encircled the cup. There was no way she could grasp it without touching him. Odd. He'd made such a show after he regenerated about not wanting to be hugged, or touched. She shot a look at his face, and his eyes danced with an unmistakable challenge.

_Touch me, I dare you._

She'd held hands and hugged his youthful self on countless occasions, practically snuggled up to him all the time, but not this newer version of the Doctor. Everything about him gave off an aura of a predator. If she got close enough, would he snap his jaws closed around her?

Steeling herself, she took the coffee, their fingers brushed and she bit back a moan. Last night, she'd had the most outrageous dream about him. He'd taken her to his bedroom on the TARDIS, the one she'd walked past countless times but never entered, laid her down upon the enormous bed, and….

_Don't think about that now!_

She gulped down some coffee, trying to pull it together. It was delicious, searing hot with warm milk and just a hint of something sweet. Honey? "It isn't Wednesday," she said, observing him closely. He was up to something. She could practically feel it.

He removed his own coffee from the carrier and held out the pastry box to her. "I never said it was Wednesday. Croissant?"

She reached for one hesitantly. "But we only do Wednesdays." She took a bite of the pastry, it was buttery and delicious. Why had he brought her breakfast?

"New face, new rules," he said, before taking a drink. "Did you sleep well?"

She could feel a blush creeping up her neck. "Yes," she lied, before pressing onward. "And while we're on the subject, why are you in my bedroom? You usually pick me up on the lawn, or at work."

"Like I said earlier. New face, new rules. Am I not welcome in your home?"

"Of course you are! But we should talk about boundaries. You shouldn't be in my bedroom!"

He raised a brow. "Why not?"

"Well, what if I happened to bring someone home with me, what if—"

"No," he said simply.

"No? No what?!" she demanded. Oh, she could feel a row coming. Honestly, the man got her last nerve.

"No other men will be in your room, Clara."

She set her breakfast down on the nightstand and stood up, wrapping the sheet around her with as much dignity as she could muster. "I don't think that's any of your business."

"I mean to make it my business."

_What the hell does that mean?! What is going on here? Breakfast in bed?_

It felt suspiciously date-y.

The Doctor sauntered over to the TARDIS, which nearly took up one wall in her cramped bedroom. "Come on, don't dilly dally. We're leaving."

"I can't leave! I have to go to work."

He pointed to the big, blue box. "Time machine. What are you waiting for? Get dressed, we're going."

She put her hands on her hips, glaring at him. "No means no. You're going to leave and then I'll—"

"Clara, Clara, Clara," he said, clucking his tongue. "When will you learn? Fighting me is merely wasted effort." He stood framed in the doorway, watching her expectantly.

For a moment, she thought about arguing with him. But would she win? Probably not. Might as well pick and choose her battles and just go with it. "Where are we going?" she asked.

"Ah, Clara, leave it to me. I just want you to savor the anticipation."

Fuming, she gathered up her clothes.

**To Be Continued….**

Feedback makes me write!


	2. Chapter 2

**Don't Stand So 2/?**

**Note:** _So I'm completely in love with Twelve/Clara. I know the writers have told us their relationship isn't romantic, but I swear to you there is a romantic subtext in every episode! This chapter includes some mild spoilers for "Listen"._

"This is your new bedroom!" The Doctor said, as he threw open the double doors with a flourish.

After he'd showed up with breakfast in bed and demanded she come with him, he'd promptly disappeared for three hours. So she'd spent the time perusing his new library. She found his literary taste to be impeccable. The Doctor favored Earth fiction and had eclectic reading tastes. Everything from Proust to Greek philosophers, to Sherlock Holmes.

Apparently, he'd been busy making her sleeping quarters. Clara twirled in slow circles, taking in the room. She'd only stayed a handful of nights on the ship and the Doctor had dutifully offered her one of the many chambers available. But she never stayed in the same one. They'd been non-descript, quite like a hotel room, albeit an intergalactic one.

The ceiling was high and vaulted, the walls stone, and the floors wooden. It looked like a medieval bedroom replete with an enormous ornate oak bed, with carved stars and moon accents. The bedspread was deep blue, shot through with silver. A large fireplace dominated the room, and a crackling cobalt spectral fire burned in the hearth. It gave off heat, but produced no smoke. Some sort of futuristic clean-burning fuel? _Strange._ Covering the floor directly in front of the fire was a massive thick woven rug. Clara couldn't help but think of dragging some pillows from the bed and curling up in front of the fire, maybe with a book or two.

She'd purposefully hadn't asked him for a bedroom on the TARDIS, although he'd offered one early on. When she'd called the Doctor a hobby, she meant it. Clara had decided early into their relationship she wouldn't get too attached to the mysterious Doctor. She thought he'd had a bit of the will o' the wisp about him and he'd never stay with one companion for long. She'd deliberately kept him at a safe distance. After all, he was an immortal, face-changing Time Lord who could pop out of her life just as suddenly as he'd popped into it.

"You did all this in a few hours?"

"I programmed the old girl with a few specifications and she took care of it." He patted a nearby wall affectionately, as though it were a treasured pet.

Clara had often wondered how theTARDIS changed appearance. "It's lovely," she murmured. She loved it, in fact. It looked like something straight out of a story book.

"Since you were so enamored with the _Robin Hood_ legend, I went for a feudal theme." He said the man's name with disgust, as though it left a nasty taste in his mouth.

"He isn't a legend, he's real," she reminded the Doctor, thoroughly relishing his dismayed expression.

"I have no desire to discuss that chortling prat," he grumbled.

She just shook her head. "Er, thank you for the room. Although, you didn't have to go to the all the trouble. I won't be sleeping here that often."

"Ah, but you will." The Doctor crossed to the bed and sat down, way too casually, almost like he was staking a claim. He seemed _really pleased_ with himself…too pleased. Like a cat who had gobbled down a very juicy canary.

What did he mean by 'you will' ?

Clara cleared her throat, determined to clarify the situation. He'd muttered something earlier about travelling with her more often, but she wanted to stick to the Wednesday schedule. "I really appreciate this, but I—"

"You haven't even seen the clothes yet!" He cut her off as he got to his feet and opened the door of a massive wardrobe near the bed. It had room for outfits to be hung up inside, as well as several drawers beneath, where she could place folded items. Inside the chest, were several dresses, some skirts, as well as an assortment of jumpers and shirts. Along with several pairs of shoes and all of them had a minimalist color scheme (black, white, burgundy, with some red thrown in), which more or less matched the Doctor's new sophisticated taste in clothing.

He'd gone shopping? She had a hard time imagining him doing something so ordinary. "You bought me clothes?" she asked incredulously.

"Of course not!" he said with a shake of his head. "I had the TARDIS manufacture them for you as well. Where do you think I get all of my costumes?"

He did have an extensive wardrobe. Literally rooms filled with both women's and men's clothing, in varying shapes and sizes, as well as clothing from different eras. And she'd only had a chance to explore the rooms with outfits suitable for Earth. She couldn't imagine what sort of alien fashion he had stashed away.

"Well, thank you," she said quietly, again astonished by his behavior, but pleased nonetheless.

She grasped a black and white dress and held it up to her body. While there were no tags to indicate size, it looked like it would fit her perfectly. She frowned at him as another thought occurred to her. "How do you know my sizes?"

"Easy!" he said, as though the answer were really quite obvious. "I went through your closet this morning before I woke you up."

_He did what?!_

She flushed, imagining the Doctor plowing through her things. Had he stopped with her dresses and skirts? A horrific thought settled in her mind. What if he'd gone through her undergarments as well?She honestly wouldn't put it past him.

"Why are you making that face?" His steely brows knitted.

"Guess," she said tightly.

He frowned. "Are you cross? How else was I supposed to find out?"

"Oh, I don't know. You could have asked!" She could feel a headache coming on. Trying to explain things like politeness and etiquette to the man were an exercise in futility, even before the big change.

In fact, not too long ago, he'd stood in the control room, naked as though it were nothing. Not sure why that popped into her mind, but it had been seared on her retinas. She'd seen every single inch of the Doctor that day. And a wicked part of her couldn't help but wonder how his body had changed during regeneration, what interesting comparisons there might be….

Clara shook her head. _Focus!_

Right now, he seemed honestly perplexed. "But that would have spoiled the surprise."

Clara couldn't help but laugh, unable to get too worked up about it. His heart, er, hearts had been in the right place.

The Doctor smiled at her indulgently. "Ah, Clara, I do enjoy the sound of your laughter. I don't hear it as much I used to."

She smiled sadly. His former self had been her compatriot, her partner in crime. Their relationship had been fun, easy, and very physically affectionate. She missed it, missed _him _sometimes. This newer model could be a bit trickier to deal with.

_Not to mention that pesky unresolved sexual tension…._

He glided to the door and paused, turning round to face her. "Meet me in the control room in a few minutes. I have another surprise for you."

_Another one?_ Clara wasn't sure she could take any more bombshells today. What the blazes was he up to?

"Why are you frowning?"

She narrowed her eyes. "What kind of surprise?"

He leaned against the doorjamb, watching her with an inscrutable expression. "You do know the meaning of the word, don't you?"

"As long as it isn't a naked one," she grumbled under her breath.

"Why, Clara Oswald, have you been mentally undressing me?"

She shot a glance at the Doctor, and he wore that satisfied feline expression once more.

She cleared her throat. "No! Of course not! I just….I," she paused, trying to pull her foot out of her mouth. "I remembered when you were going to church and you, er, disrobed to go. That's the last time I got a really big shock in the control room," she finished lamely.

Well, other than their _taking _conversation a few weeks ago.

"I recall us standing at church altar together, nude." His eyes were intense.

_Never a black hole around when you need one to hide in. _"Um, yes, but you made me swallow that pill thing so it felt like I had clothes on."

He raised a brow. "Yes, _you_ could see your clothes, as well as mine."

She picked up on his deliberate inflection. "Does that mean _you_ didn't see my clothes?"

Of course he didn't answer, the bastard. He just sauntered out of the room.

Clara buried her head in her hands, trying not to die of retrograde humiliation.

12

_This was all sorts of wrong…._

When she arrived in the control room, she found the TARDIS doors open revealing a stunning field of stars. The Doctor placed a blanket just in front of them, presumably so they could enjoy the view, along with a picnic basket and a candelabrum fitted with several thick white pillar candles.

It seemed like a seduction scene. In all of her time spent with the man, he'd never put together a romantic meal for her. They'd always grabbed a bite whenever they could, usually in between bouts of running for their lives.

_What in the hell is going on here?!_

"What do you think?" he asked.

Startling, she turned to find the Doctor striding down the stairs. She bit her lip as he approached. She swore to God the man appeared to walk in slow motion now. He had a commanding presence, exuding an everyday quiet self-assurance she'd only glimpsed briefly before. While he'd always taken charge in disastrous circumstances, he normally had an affable, unassuming demeanor. But this new version had an air of authority. The Doctor had changed into a white button-down shirt and a black suit. He'd placed a hand in his pocket, revealing the crimson lining of his coat.

"I hope you're hungry. He sat down on the blanket and began unloading the basket. He arranged two China plates with a selection of cheeses and a large crusty piece of bread. Then he filled two goblets with red wine. Clearly, he'd gone shopping while in Paris this morning. "Don't worry about the doors being open," he murmured. "I placed an air shield around the ship so we can enjoy the view without going on an unscheduled spacewalk."

She sat on the very edge of the material and he handed her a glass of wine, which she had no intention of drinking. She needed to keep her wits about her.

"A toast?" the Doctor said, holding his cup aloft.

She gamely held hers up as well, determined to see where this was headed. "A toast to what?"

"To temptation." He pinned her with his eyes.

Clara couldn't look away. Finally, after what felt like hours, the Doctor tapped his goblet against hers.

_I am in so much trouble. Boat loads of it._

Clara swallowed thickly and pretended to take a sip. _What am I doing?_ I should be shooting this thing down, trying to bring them back to their platonic relationship.

Yes, she fancied the Doctor. She'd daydreamed about him countless times, but it had never been serious. While she couldn't deny the attraction, was it wise to actually pursue it? All things being equal, any potential relationship between them had an automatic expiration date. Their lifespans were vastly different. One day, she would die and the Doctor would move on, as simple as that.

River Song's words, echoed in her mind:

_Left me like a book on a shelf. Didn't even say goodbye. He doesn't like endings. _And _River had_ been his wife, for pity's sake!

Although, suspected the more likely scenario would be the Doctor tiring of her first, long before her death. He was a man who'd lived countless centuries; how could she even hope to hold his interest for very long?

This had 'doomed relationship' written all over it in Technicolor capital letters.

"You seem awfully pensive. Is anything amiss?"

She shook her head, trying to shove the unwanted thoughts from her mind. She didn't want to think about it right now. "Where are we going?" she asked suddenly. "You never told me."

He didn't answer. "You haven't touched your food." He scooted the plate towards her.

_Ugh_. She hated it when he ignored her. "Doctor, I asked you a question."

He sighed. "I told you earlier. I want you to savor the anticipation." He spread some brie on his baguette. "Don't worry so much about schedules and destinations. Just enjoy the moment. Lie back and let me lead."

"You've met me, right?" she retorted.

Everything about this outing irked her. She'd basically been ambushed by him and he was even more high-handed than usual. And that includes the times he'd sent her away in the TARDIS against her will. "No offense, but I don't have the time for anticipation. I have a life to lead, children to teach and-"

"And handsome young human men to date?" he asked archly. "Tell me, Clara, what is this boy's name?"

"He isn't a boy." She shook her head, refusing to play this game. He'd already offered to "pop ahead" and check out Danny's "prospects" already, but she doubted it would be a mere fact-finding mission. If the Doctor knew Danny's name, he'd take a tour of his timeline digging up skeletons. She already knew he despised soldiers for some reason.

"Have you slept with him?" he asked tightly.

She could hear the jealousy in his tone. She'd only kissed Danny, but the Doctor had no right to know about her sex life. So, she stuck to her original question.

"Where are we going?"

"Have you slept with him?" he demanded. His face was thunderous.

"It appears we're at a stalemate. Where are we going?"

"Has he touched you yet?" he asked again, his voice going cool. That's when you knew you were in trouble. When the Doctor was annoyed he ranted and raved, but when he was furious? His anger became as chilly as an arctic wind.

She rolled her eyes. "No, not that it's any of your business. Now, tell me where we are going."

He sighed, his shoulders sagging. In relief? The tension seemed to ease from his body and he offered her a small smile. "I'm taking you on holiday, Clara. I meant what I said earlier. Wednesdays no longer work for me."

She shook her head. "Doctor, I appreciate the gesture, but I don't have time for a holiday. I want to go back to my life. I have a lot going on right now and I can't run away with you on some trip."

"Be that as it may, we've already left. I promise to bring you back in time for your job. So what difference does it make?"

No matter how hard she tried she couldn't explain concept of a normal life to him, a day job, and responsibilities. The Doctor was the original Peter Pan, but instead of Never, Never Land, he had a big blue box. One couldn't explain to Peter the benefits of being a pirate. "It makes a difference to me."

"I promise we won't be gone long."

_Blast._

"Besides, ceding control to me will be a good character building exercise for you," he insisted stubbornly. "You need to ease up on your control freak tendencies."

She scowled. "Excuse me? I'm not the only one with control issues."

He gave her a black smile. "I never said you were."

"Then why am I the only one who has to work on it?"

He laughed without humor. "I'm a lost cause, Clara, set in my ways, but there's hope for you yet."

She crossed her arms over her chest. "Well, that's awfully convenient."

"Isn't it?" He favored her with a puckish grin.

She refused to give into his teasing demeanor. "Doctor, I liked the arrangement we had before." He'd fit very well into the corners of her life and now he wanted the whole bloody thing.

Well, he couldn't have it.

She must have been mad, contemplating some sort of affair with him. This would only end in tears_, her tears_.

"I'm certain you do, but our agreement is now null and void. My predecessor made it, not me."

"Funny. I thought you were the same person," she reminded him.

"I am, but I won't be led around by the nose." His expression turned stonier, a little remote. "Clara, I am a Time Lord, the last one in the entire universe. I alone do not bend to time's grasping, greedy will. Time submits to me, it does _my bidding_. And I refuse to be shackled to something as humdrum as a schedule," he said with a toss of his head.

She tried to explain it again. "I know time must seem irrelevant to you, but it matters to me." Clara craved some order in her life. Maybe because things had been so chaotic since her mother's death. She liked seeing the Doctor on her own timetable. It satisfied her need for adventure in a more-or-less orderly way.

The Doctor seemed truly perplexed, his eyes widened and he scratched his chin. "I have never understood the human need to catalogue time in tiny increments when you live for such a short time."

"Well, we do."

He focused on her once more, lifted his chin, as though issuing a command. "You will go with me, any day I desire from now on. Whenever, wherever."

Honestly, sometimes he could be so insufferable. "No, I won't. In fact, take me home," she snapped. "This instant. I have no desire to be around you right now."

Lithely, he got to his feet and crossed his arms over his chest. "I'm afraid I can't do that."

"Can't or won't?" she asked tightly, standing up to face him.

"Fine, _I won't_. I want you with me."

"Well, I don't want to be with you right now. You are keeping me here, against my will."

He held out his hands and she backed away from him. "No, it isn't like that. Let's both calm down. I can see now that I went too far, much too fast. I honestly didn't intend for us to have a row, Clara."

"Really? Because I'm spoiling for a fight."

"I suggest you sit down," he said in that deep, imposing tone of his. "You haven't even touched your food. Once you've gotten a hold of yourself, had something to eat, it will all seem better. Then, I will explain it to you and we'll—"

"You don't need to _explain_ anything to me, Doctor. I understand it perfectly." She crossed her arms over her chest. "You've more or less kidnapped me."

His blue eyes were icy as a frosted winter lake. "That's a dangerous accusation, Clara."

"Is it?" She pulled the phone from her pocket instinctually.

The Doctor snatched it from her before she could stop him. "Who were you planning on phoning exactly? The authorities? Because I answer to none."

She shook her head miserably, unsure of what her plan was. This had all gone horribly wrong...

"We're deep in space, Clara, quite out of their jurisdiction. And what did you intend to tell them? An alien from Gallifrey carted you off in his blue box?" He chucked the phone out of the TARDIS door and it floated away, spinning.

"That's_ my_ phone!" she cried.

"And now, it's scrap."

They stood staring at one another for what felt like hours.

Finally, he gestured to the blanket and his voice grew warmer, kinder. He sighed, rubbing a hand on the back of his neck. "This isn't how I wanted the picnic to go, Clara. Please sit down. Let's have a good meal together and we'll forget this argument ever happened."

_Not bloody likely._

Clara glanced at the chilly darkness outside the doors. Even though she knew it wouldn't be of any help, the cellphone had been her only link with the Earth, with her life, and he'd just tossed it away. Like it was nothing.

"No." She backed away from him, slowly heading for the stairs.

He sighed. "Where are you going?"

"To the room." She couldn't call it 'her room', not now. "I need to be away from you for a bit."

He exhaled. "Clara, I—"

She cut him off. "No, I mean it. I need a break." She rubbed at her temples, feeling a headache coming on.

Clara slowly and deliberately walked away from him.

12

Several hours later, the Doctor poured himself a nightcap and sat down in his leather chair, playing the events of the day over and over in his head. He'd made a tactical error with Clara. He could see that now. He'd jokingly told the cannibalistic Victorian droid he shouldn't have tried to control a control freak, and he should have taken his own damned advice.

He'd have to ease Clara into accepting his more possessive, demanding tendencies. While his relationship with Amy was platonic, it had been very intimate. And she'd always accepted his authority, without very much protest. Perhaps he'd grown used to her willingness to cooperate with him. While Clara had always balked at the power differential between them. He found it extraordinarily appealing, but it could also be damned inconvenient when trying to maneuver her into his bed without making her cross. As a rule, irritated women were unlikely to offer themselves to you.

More's the pity. He seemed to have a knack for making women cross.

"Doctor?"

He glanced up and then sucked in a pained breath. Clara stood a few feet away, illuminated by the blue swirling lights of his beloved 'round things' on the walls. She wore one of the nightgowns he'd had the TARDIS create. It was pale pink, satin, and it clung to her like a second skin, making his mouth water. She looked nothing short of luscious.

She'd been so dumbfounded by the room and the dresses, he hadn't shown her about the silky nightgowns or frilly underthings he'd created. All of them appealed to his taste, of course.

He had to clear his throat, in order to speak. "Yes, Clara?"

"I figured it out." She bit her lip and he nearly moaned, imagining tasting her mouth. "Are you…" she drifted off, and then finally met his gaze. She lifted her chin. "You are trying to seduce me. That's the point of all this –the new room and clothes, the romantic picnic, the trip."

_Clever girl._ She hadn't even voiced her theory in the form of a question, she was absolutely sure he was after her.

And she was right.

"You said it would be my choice, Doctor."

She got closer, padding over to him on bare feet and he had difficulty concentrating on her words.

As a man who lived mostly lived in his head, he could be absolutely insatiable when his body's needs finally asserted themselves. Clara made him feel earthy, hungry. So greedy for just a taste of her. It had been such a very long time since he'd allowed himself the comfort of a woman's body, and he wanted her so badly. His hands shook with the desire to touch her.

"And so it shall be," he assured her. "Nothing will happen to you that you don't invite by word or by deed." He patted his lap. "Sit down." The Doctor knew he was playing with proverbial fire, but he had to touch her. _Had to_, or go mad.

She froze.

"I know you're curious, Clara," he murmured, coaxing her closer. He kept his movements slow and his tone even, not wanting to spook her. "That's why you are parading around in that negligee. You want to see what would happen if you push me."

"You're the one who had it made for me," she reminded him, eyes flashing. "Thought you'd want me to model it."

"I'd rather see it crumpled on my bedroom floor," he countered. He widened the distance between his legs, making a space for her to sit comfortably. "Come here and see what your handiwork has wrought."

Clara astounded him by taking him up on his offer. She inched closer to him and then perched on his knee gingerly, keeping her bottom far away from the juncture of his thighs. Though, he had no doubt, she could see the evidence of his desire swelling against his thigh. Regeneration might have produced a more aged appearance, but it had been very, _very_ kind in other ways.

He gripped the chair arm to keep from reaching for her. He wanted to kiss her, slide his fingertips beneath the soft fabric and caress her, until her mouth parted and her breath came in little pants.

She seized the glass in his other hand and brought it to her own lips, taking a sip of the whiskey. Then coughed a little. He took it from her and placed it on the top of the bookcase. Then, rubbed her back until she stopped. "That's strong," she croaked.

Had she needed a little liquid courage? "I know. Now, kiss me," he coaxed.

She blinked. "What?"

"Kiss me, Clara. I know you want to. You keep staring at my mouth. I promise, I won't touch you, not unless you choose to let me. All I want is a kiss." His voice deepened. "For now."

Her stare dropped to his mouth and she bit her lower lip, studying him.

He didn't dare move or breath, just waited to see what she would do.

Clara leaned over and _oh so lightly_ brushed her lips against his. Softly. Just a sweet little kiss.

The Doctor wanted more.

With a moan, he reached for her, sliding one hand into her dark hair to hold her immobile. He pulled her against his chest, so he could sample her mouth properly. She moaned as he explored her mouth. He teased her with his tongue, tasted her.

Finally, he pulled back to search her face. Her lips were kiss-bruised and parted, her cheeks pinkened, and her eyes dilated. She looked so ready, eager for his attentions.

"Tell me," he ordered.

She shook her head, as though to clear it. "Tell you what?"

"All I need is one word. Say _yes,_ Clara. Give in to me and I will carry you to my bedroom. I'll spend the night bringing you pleasure, again and again. Until you finally plead with me to stop."

She shuddered, and not from fear. He could read the desire in her eyes, but she was clearly conflicted. Anxiety warred with desire.

"Just say yes," he said, rubbing his thumb along her lower lip. _For the love of sanity, please say yes._

Long moments passed. Clara finally shook her head. "I'm sorry. I can't. I'm not ready, I don't—"

It was so tempting to slant his mouth over hers, but he knew better than to coax her into saying yes. And he knew he could. A few more kisses, more insistent ones and she would be lost. She would only despise him for it later. He took in a deep breath and expelled it slowly. "I accept your decision, but you need to go to your room."

"But—"

"Now, Clara," he said urgently. The threads of his self-control were starting to snap.

She slipped off his lap, staring down at him anxiously. "Why?"

He ignored the question. "I need you to go to your room and lock your door, Clara."

"Are we in danger?" she asked, peering around the darkened control room.

He sighed. "No, _we_ aren't, but you might be." He forced himself to meet her worried eyes. "I told you, Clara, I'm not certain I'm a good man and you entice me," he said fiercely. "So go to your room, shut and lock the door."

She backed away from him, though she didn't turn around, kept him in her line of sight.

_Smart girl._

He reached in his pocket, grasped the screwdriver and tossed it to her. "Take this and sonic the latch, Clara."

He couldn't be certain he wouldn't try to talk himself into her room. And if he did…he wouldn't leave 'til he'd taken her, dozens of ways. And he'd thoroughly explored her luscious body. Until he'd made her his in every single sense of the word.

She nodded hesitantly, still backing toward the hallway, 'til she finally paused at the entrance.

He grasped the arms of his chair. "Go on then and Clara?"

"Yes?" she whispered.

"If I show up at your door tonight, even if it is for something that sounds innocuous, don't let me in. Understand?"

"But—"

"Whatever I would say would only be a ruse to get in your room," he said gruffly.

"Are we clear?"

"Yes," she said hesitantly.

"Good girl," he murmured. "Now off you pop, while my chivalry is intact."

Clara raced down the hall, away from him.


	3. Chapter 3

Don't Stand So 3/?

Note the First: This story is set in Season 8, so there will be some spoilers for current episodes. This one is current through Time Heist. Is anyone else thrilled for the next episode?! The Caretaker looks amazing. I'm certain we'll get plenty of whouffaldi shippy moments.

Another Note: If you haven't seen The Muskeeters I highly recommend it. Peter Capaldi's character is wickedly sexy, even if the facial hair is, eh, not so much. Little hint for you. In the first episode, he says "undress for me" and it's hard not to imagine him saying the line as the Doctor. At least my version of Twelve. From what I've read, Twelve is taking a darker turn, so I'm taking some liberties with that idea.

Note the Third: The idea that Clara plays Candy Crush comes from The Blood Cell, a Doctor Who novel.

"Good morning, Clara," the Doctor greeted as she staggered to the control room, bleary-eyed from a fitful sleep. She didn't know how, but he managed to make her name sound sexy, probably the rich Scottish brogue. Hearing her name purred like that didn't help had tossed and turned all flippin' night, mostly because she couldn't help but think about what would have happened if she'd said yes.

If she'd given in to the Doctor…

Speak of the devil. He stood silently, watching her, looking rested and refreshed, standing there in a perfectly pressed black suit. While she felt like she'd just pulled an all-nighter cramming for an English final and managed to make it to the test wearing yoga pants or something. He didn't need as much sleep as humans, sometimes only getting a couple of hours.

Bloody Time Lords and their stupid alien physiology.

Last night, she'd scampered to her bedroom in a hurry, used the sonic, and huddled in bed like some sort of silly Victorian virgin. But she was left torn. Part of her wanted to march down the hall to see exactly what his version of taking would entail. And her inner fraidy cat wanted to search the TARDIS for a futuristic life raft and run away.

"Morning," she mumbled. She'd never been much of a morning person.

He gestured to a tray situated on one of the stairs. It held a small carafe filled with coffee, along with a mug, cream and sugar, a selection of granola bars and an apple.

"I stopped off at a human settlement on Kapteyn and got some provisions this morning," the Doctor explained as he watched her carefully. "Not exactly piping hot croissants from Paris, but it'll do if you're peckish."

Clara nodded, but didn't comment, mostly because forming words at the moment seemed a bit too taxing. She poured herself a cup coffee and sat down on the stairs, amid the stacks of books to observe him.

He seemed to be in a very good mood. Chipper, even. The Doctor leaned a hip against the console and continued his perusal of her, scanning her body from head to toe. "Are you always so bewildered in the morning?" he asked, eyes dancing. He licked his lips and his voice lowered. "If you are, I'll have to use that to my advantage some time."

Clara felt a flush creep up her cheeks. She cleared her throat, ignoring his innuendo. "Only when I'm kidnapped by a Time Lord."

He flinched. "I told you. You are my guest, Clara."

"Fine. You guestnapped me. Oh, and before I forget," she said, before pulling the sonic from the pocket of her skirt and tossed it to him.

He snatched it from the air. "Ah, thank you, I have need of this." With that, he disappeared down the hallway.

"Was it something I didn't say?" she remarked dryly to his retreating back.

He returned a good twenty minutes later holding a small silver box. "For you," he said formally, holding it out to her.

She plucked it from his palm and eased the lid open to reveal an IPhone, He'd bought her another mobile? She pulled it from the box with a pleased sigh. It was completely clear, weighed almost nothing and when she touched it, the screen lit up, responding to her touch.

A male voice issued from the phone, sounding suspiciously like the Doctor "Hello Clara." She glanced up at him, in askance.

"I took the liberty of configuring the biometric recognition scheme and I added my voice to the operating system instead of the clinical computer-generated one. I found it this morning, in a quaint little antique shop," the Doctor explained.

"People buy vintage technology?"

"Clara, there are hipsters in any century," he said with a shake of his head. "Now this is an iPhone 12, so you're going to have to be careful with it for a few years, since it hasn't yet released. There's no charger, but I've upgraded it with an Everlife battery. You'll never have to plug in. I also took the liberty of including my phone number,. I uploaded that infernal Candy Crush game you love so much, and I've given you quite a few credits, but you should still spend them wisely."

She grinned, touched, despite herself. "Thank you." It was really hard to stay angry with the man. He could be an ass one day and then do something wonderful. Their relationship was such a roller coaster. She could also read between the lines, and knew the phone was an apology, even though he hadn't actually said the words I'm sorry.

"You are very welcome. As for the trip, we're headed to the planet Nixel. We'll be there momentarily. There are some rather spectacular features on the planet. For one, the Caves of Perception. It's one of my favorite places in this galaxy."

"That sounds lovely." She hadn't the slightest idea where they were going, but it eased her mind a bit to know the name of the planet, like she had a modicum of control. She crossed the console to stand beside him.

"Are you no longer cross with me?" His tone was hopeful, yet couched in deceptively casual terms. As though the answer didn't matter, but she knew better. She could see the tension in the stiff set of his shoulders, the ramrod angle of his back.

Hmm. The Big , Bad Time Lord loathed being on the outs with her. Good to know. "You and I are good."

He sighed. "Clara, I have a tendency to push when it comes to you."

"You don't say?"

"This trip was my way of saying I need more time with you."

"Oh?" And here she'd gotten the impression he was more casual about their time together. After all, he'd abandoned her in the middle of Glasgow and she hadn't heard from him in three weeks. And shortly after, he'd disappeared for a month!

"However, I want you to want to travel with me more often. Lately, every time I come for you, you have other plans. I don't want to foist my presence on you and I suspect Date Guy eats up all of your free time these days."

"Yes, I suppose he does," she said thoughtfully. Between the Doctor and Danny, and work, her schedule was insane.

"And how often are you seeing him?"

She pulled a face. "I don't really want to talk about Date Guy."

He turned toward her. "That's unfortunate, because I do. You can only postpone the inevitable for so long, Clara. Trust me on that one." He stroked the console as he spoke, almost petting it. "However, we have a more pressing concern for the moment."

"And what's that?"

He met her gaze and suddenly he seemed quite serious. "Last night when you accused me of trying to seduce you, you were spot on."

The temperature shot up about twenty degrees. She took in a shuddering breath. Oh, God, they were going to talk about it. It would be so much easier if he'd just ignored it. She still couldn't believe she'd breezed out here and sat on his lap while being nearly naked. "I was?"

He offered her a little smirk. "Don't play coy, Clara. You know I am. And I know you are still seeing that boy. So, that leaves us with a dilemma."

"He's not a boy!" she corrected.

"Give me a name then," the Doctor challenged, looking a bit too eager for the information.

She swallowed thickly. "No."

"Then I'll call him a boy until I hear otherwise," the Doctor retorted.

Yep, definitely time to backpedal on this thing. With the Doctor, she was in way over her head. Anything more than a friendship with him wouldn't work. It was just too complicated. "Well, yes, um, I'm unavailable. I'm already dating someone. So, you and I are just friends, very good friends who have adventures together."

"We both know that is a big lie, Clara," he said, brushing aside her attempt to curtail this thing. "I've been thinking about it, and I've decided it wasn't fair to ask you for all of your attention at the moment. You are still unsure of me, unsure of us. So, by all means, keep on seeing him."

Come again? She stared at him, dumbfounded. Maybe she hadn't heard him right, because lately he'd displayed quite a possessive streak.

The Doctor beamed, then. It was the expression he wore whenever they were investigating something. He loved puzzles, relished challenges "I've never been one to back down from a competition, but I do insist on a level playing field."

That sounded bad. "What do you mean?"

"How often are you seeing him?" he countered.

"Twice a week," she said hesitantly. "We usually go out for dinner on a school night, and we also spend Friday nights together."

"Doing what?" he asked, narrowing his eyes.

She flushed. "Movies and stuff."

"Hmm. Meals and movies. That does sound scintillating," he said sarcastically.

She frowned. "Watch it!"

"Honestly, Clara, is he putting any effort into your dates at all? I take you to places like Sherwood Forest. We've robbed banks together, but by all means go with the man who takes you to a double feature."

Clara glared at him. "Yes, well, he doesn't have a time machine."

The Doctor smirked. "He most certainly doesn't. In fact, that is a point in my favor."

She could feel a migraine coming on. "This isn't a competition, Doctor."

"Don't be silly. Of course it is, Clara." He walked to one of his chalkboard and wrote The Doctor on one side and The Boy on the other. Then he drew a straight line through the middle of the board. He added a + TARDIS under his name.

"There we go. I know how much you enjoy lists." He played with the chalk, twirling it between his nimble fingers. Then, beneath his own name, he wrote +eyebrows. "I am simply helping you make a decision by tracking our various pluses and minuses."

"How kind of you," she said with saccharine sweetness. "But I haven't agreed to go out with you or anything."

"Of course you have," the Doctor countered, as he tucked the chalk in his pocket. "You and I have been dating for weeks, Clara."

She blinked, trying to figure out what the hell he was going on about. He considered their time together dates? Sure, the times she'd spent with his youthful doppelganger had felt romantic. What with all the hand-holding, cocktails on the moon, and flirtation. But other than the starlight cheese and wine lunch yesterday, they hadn't done anything that could be construed as an actual date.

"You can't remember? The first one in this form was lunch in Victorian England."

He seriously wasn't referring to that creepy restaurant. "No, that was us narrowly avoiding having our organs harvested by crazy androids. Doctor, do you consider our adventures dates?"

"Of course!" he said as though she should already know that. "I realize they are a bit more exciting than catching a flick, but they're still dates, albeit ones which didn't involve any sort of physical intimacy. Think on it, we have coffee, sometimes Chinese, and we ate with the Merry Men. When humans engage in mating rituals, there is always food involved. Speaking of dating, I have a proposition for you."

Clara felt dizzy. She'd never once considered their outings dates, but viewed through that lens, his reasoning made some sort of chaotic sense. "I'm listening."

"We will continue on with our Wednesdays, since you enjoy that schedule so much, but I want one additional day."

She rubbed her temples, trying to make sense of this. "Like Tuesdays or—"

The Doctor shook his head. "No, it must be a weekend day. Humans believe those are more significant than the rest of the week, right? Those are considered date nights for some reason."

She nodded. "You are seriously saying you want to date me?" It just sounded so …normal. She really didn't picture the Doctor doing everyday activities. Though, he'd told her he had been married, had children, and grandchildren even. At some point, he must have dated.

"No, Clara, keep up. I'm saying I have been dating you for quite some time, and now I want to step it up. Your Saturdays are now mine too." He smiled fondly. "I just love Saturdays."

This was too much information, way too early in the morning. Frankly, she still had trouble comprehending his interest in her. It seemed to come out of nowhere. The Doctor had kept her arms' length, even going so far as running away from her hugs. He kept his distance from her.

Except for last night….

She shivered and not in the bone-chilling scared way, in a naughty thrilling and breathless way. She couldn't help but stare at the chair, remembered being perched on his lap, his mouth on her. She met the Doctor's gaze, he was staring at her. Hard.

The Doctor groaned, low in his throat. It was a raspy, pained noise. "Oh, Clara, keep this up and I'll drag you over there," he murmured. "And I won't be responsible for my actions once I do."

For a moment, she hesitated and he took a step forward, hands outstretched, ready to scoop her up.

Clara hastily backed away. "Sorry."

He stayed put, but his expression was hungry, like he wanted to eat her or something. After a long moment, he spoke again, but his voice had gotten an octave deeper, darker. "I think it's safe to say, you are interested. Give me all your Saturdays, Clara. I know you have some mixed feelings about me. Allow me the opportunity to pursue you and I will lay all your fears to rest."  
>She must have taken a vacation from sanity, because she opened her mouth to protest, but instead found herself agreeing to his mad plan. "Okay, but it isn't a guarantee or anything," she said quickly. "We'll spend more time together, but I'm not saying I'll sleep with you."<p>

"Oh, you will eventually." The Doctor had a wolfish expression and a positively cocky smile on his lips. "The chase is officially on."

12

A half an hour later, they walked out of the TARDIS doors and into a desert environment. But rather than being searing hot as one might expect, it was cool. According to the Doctor, the Blue Desert on Nixel had brisk autumn-like temperature year-round because the solar system's sun had shrunk down to a tiny white dwarf star, which emitted very little light. He'd warned her about the atmosphere and they both dressed for the occasion. Clara had found a pair of black and grey tweed trousers in her closet and a matching jumper.

As they walked to a massive set of caverns a few hundred feet in front of them, she noted strange blue rock formations all around, poking up from the sand.

"Why is the desert blue?" she asked.

"Azurite," the Doctor answered. "Used to be mines here, a few million years ago, but azurite went out of fashion. Everyone wants lazulite now. The star system is largely uninhabited since the sun is cooling. They've all relocated to warmer climates. But I like to come here once in a while to clear my thoughts."

The Doctor liked having a whole solar system nearly all to himself? She wasn't surprised. She could picture him on a deserted planet, sitting there with his nose buried in a book, drinking a whiskey.

"What do you say we explore the planet bit and then I do an impressive slingshot thing around a sun as a shortcut to get you home in time for work?"

Clara smiled at him, glad he'd come to his senses. "Sounds perfect." She'd been gone a couple of days, so she supposed this excursion counted as a mini-break, if not a full blown holiday like the Doctor wanted. It was a compromise of sorts.

Eventually, they reached the caverns. Wafting out of the deep caves, was a creeping blue mist that curled around their legs. "Ah, the Caves of Perception!" the Doctor said, clasping his hands together, excited as any schoolboy on a field trip. "Are you ready?"

"For what exactly?" she asked, staring down at the fog surrounding them dubiously.

The Doctor raised a brow. "Revelation." He dragged her into the caves until they finally stopped in front of large polished rock face. It was a light silver color and smooth as though it had been worn down over the centuries. "This cave is made of veracity stone."

"And that is?"

"A stone which shows you the truth of yourself." He placed his palm against the rock and all of his incarnations appeared, like on a movie screen, all standing together in one long row, from first to last. He removed his hand. "Now, you try it."

Clara tentatively touched the wall and dozens of her other selves flashed upon the rock. All of them different, but oddly the same. A Victorian woman, some sort of futuristic space girl, a sixties hippie, and many, many others. She had some memories of her other lives, her other versions, but they were dim. Little snatches of her past came to her at the oddest times, sort of like remembering little bits of a dream.

She placed her hand on the Victorian woman and saw herself standing in a courtyard with two children speaking to them in a cockney accent as they giggled. She could hear the woman's thoughts. She was preoccupied with the Doctor, the mystery of him, consumed with finding him again. Clara remembered the Doctor telling her about the Victorian governess version of herself and that she'd died at the hand of an " ice woman", whatever that meant.

"Very good. Now, I want to try something." She removed her hand and the Doctor placed his on the rock face again. Just as before, his other guises appeared. ""Lay your hand upon mine and touch just the tips of your fingers to the stone."

"Why?"

"You have some concerns and I'm inviting you into my mind, Clara," he explained. "This will allow you to know my thoughts, my emotions, when it comes to you." She reached out and then hesitated. Did she really want to know?

"Go on then," he said with an encouraging nod. "I promise I won't bite…yet." He winked at her.

Blushing to her roots, Clara placed her hand over his, ignoring the spark of awareness she always felt when touching him. She pressed her fingertips to the wall between his splayed fingers.

"Now, with your other palm, touch one of my reflections."

Clara cautiously chose her dashing young Doctor. Feeling like she was playing a game of space twister, she reached over her other arm and placed her hand against his youthful visage and it felt warm, almost soft to the touch, like if she pressed hard enough, she could push her fingers into the stone. It was different than touching her own image, stranger. More intense.

And suddenly she was sucked into the Doctor's thoughts. His memories. He was staring at her as she spoke, watching her mouth. Wishing he could kiss her. Thinking about pretty she was, how short her skirt was….

Clara yanked her hand away.

"Did you see?" the Doctor asked.

She nodded. "Yes."

"And now me, Clara. Press your hand to my face. Read me. See me," he coaxed.

Clara put her hand against his current likeness and she was sucked into their encounter on the street in Glasgow. She could see herself leaning against a wall, the phone pressed tightly to her ear, fighting back tears as she listened to the Doctor's youthful counterpart.

He watched her speak with his former self jealously, noting her tender expressions, the sadness in her eyes. A thousand thoughts raced through his mind as he scrutinized her and waited for her decision. While her new Doctor watched and waited. He was worried; seriously worried she would leave him.

Wait. What? He was envious of his previous self?

She pressed harder against the stone, seeking deeper access, insight into his thoughts. So much to absorb, to sort through. The Doctor doubted his new physical appearance. She could feel it, his doubt she would find him attractive in this form. He couldn't be more mistaken. He'd gone from boyishly handsome, to smoldering and devastatingly sexy.

He also wondered if she could handle his darker persona, the moral ambiguity which had somehow crept into his psyche. She found it troubling at times, but Clara always dragged him back to the light, even if she had to slap him to do it.

And then, she and the Doctor were embracing, well, she was hugging him and he froze in her grasp. Clara felt his heart beats pick up. The way he'd breathed in the scent of her hair. And at first she could feel the relief wash over him, like a warm wave.

And then right behind it…. A tidal wave of desire.

The physical closeness unleashed a torrent of yearning in him. A deep craving that made her knees buckle. It was almost crippling in its intensity. She watched as she clung to his neck and he forced himself to keep his hands at his sides, fearful he might drag her into the TARDIS and push himself inside her.

His desire sparked her own and Clara moaned, deep and low. With a cry, she withdrew her hand and backed away from him shakily. She gasped for breath, trying to find the right words and coming up empty. "That was…that was…"

"I know," he said gruffly.

"That's why you haven't been touchy-feely with me," she surmised.

His steely blue eyes turned molten. "Precisely. I didn't want to take what you were unwilling to give, so I kept my distance. But I know better now. You want me every bit as much as I want you, Clara. I've no doubt you'll lead me a merry chase, but you'll give in. And you'll have me. Every bit of me."

She wrapped her arms around herself. Suddenly, her mouth had gone dry and she had trouble speaking. Thinking, even. She forced herself to focus on her concerns. "And what of the future, Doctor? When you tire of me? Or I grow old and die?"

"Shh. Don't say that. Never say that Clara. I can't promise you forever, but I can bloody well promise you a spectacular present. " The Doctor grasped her arm and spun her around, positioning himself behind her.

He flipped her hair up and bent down. She could feel the warmth of his breath against the nape of her neck. She shuddered in his grasp. That was one of her most sensitive places. Being kissed there was like being struck by a live wire. He pressed his mouth against her nape, lavishing her with hot, wet kisses. She nearly slid to the ground, but he held her, arms wrapped securely around her waist. His body felt impossibly hot against hers.

"You're killing me," she murmured.

He chuckled, a low masculine sound of appreciation. "I suspected as much. I look forward to finding all of your sensitive areas." With that, he brought his mouth to her again and she twisted in his grasp, half wanting to turn around and kiss him properly, and half wanting to back away from him and get her bearings.

He allowed her neither option, simply holding her in his grasp and kissing her until she submitted to his touch, shuddering and limp in his arms.

"Ah, Clara, it didn't take long for you to give in, did it?" He turned her in his arms and kissed her mouth.

She opened her mouth to speak, but couldn't find the right words, so she shut it again, watching him. She felt dizzy, set aflame. Her knees kept threatening to buckle and she felt dizzy all of a sudden. Like she'd just gulped down several glasses of champagne. She wanted to lie back on her bed, while he touched, kissed her….

The Doctor surveyed her face with fierce and triumphant eyes. "You are so close to being mine. I'm letting you go for now, Clara. But make no mistake, this is only an intermission. We will finish this. One day soon."

With that, he took her hand and escorted her out of the cave.

12

Late that evening, the Doctor arrived in Clara's bedroom once more. He'd said earlier he would only see her on Wednesdays and Saturdays, so he had no business being in her room tonight, but he couldn't help himself, craved the sight of her.

Quite simply. He couldn't stay away.

She was sound asleep as before. This time, she snoozed on top of the covers, lying on her stomach while an oscillating fan blew along the length of her body. She wore a threadbare T-shirt which temptingly came down just below the tops of her thighs. And he'd thought the sight of her in the negligee had been alluring….

He sat down on the edge of her bed, gingerly so as not to disturb her. She had her arms wrapped around a pillow, head angled at one side, with a small smile on her bow-like lips. He placed a fingertip to her forehead and created a mental link with her, sending all sorts of wicked thoughts tumbling into her unsuspecting mind.

The Doctor rather enjoyed competing for her affections, but that didn't mean he intended to fight fair. Let the cleverer and more devious man win! The human boy didn't have the ability to seduce her in her own dreams, the poor fool. When it came to upstaging other men in her eyes, the Doctor always pulled out all the stops. Just like when he'd used the special arrow in the archery tournament and split Robin Hood's arrow.

After he'd inserted himself into her dreams, he reached for her yet again and pulled his hand back. What he wanted to do was slide that T-shirt up, see what sort of panties she wore to bed.

If any…

He groaned. He had to touch her, just one little touch. He placed a hand on her thigh and she murmured something in her sleep but didn't wake. Thankfully. Sitting on her bed in the middle of the night would be impossible to explain.

He slowly slid his hand upward until he reached her scrumptious backside. She had the pertest little bottom. Honestly, it was all he could do not to give it a little smack now and then. He shuddered at the thought of giving her a proper spanking, maybe after one of their rows? Nothing that would hurt of course, more foreplay than discipline. Then, he'd haul her onto his lap, while he sat in his chair, see her cheeks pinken under the palms of his hands. And then have her straddle him, while he….

Blast. He needed to get out of here, before he fell upon her like some sort of ravening animal. He hadn't teased himself like this in decades. On trembling legs, he withdrew from the bed and firmly shut the TARDIS door behind him, before trudging to the controls and laying in a destination far, far away from here. Away from temptation.

"Sleep well, Clara," he murmured, before taking off.


	4. Chapter 4

**Don't Stand So 4/?**

**Note: **This takes place AFTER The Caretaker, but before _Kill the Moon_. This is a darker version of the Doctor, I think that will be revealed by the upcoming episodes, if the previews are to be believed. So there is some dubious consent in this fic.

**Thank you:** A big thank you to , a fellow whouffaldi shipper and amazing editor.

Clara Oswald was restless.

She'd done everything she could to wear herself out. She'd gone jogging with Danny earlier in the day, cleaned her flat from top to bottom, and had even gone out on a fearsomely long errand run. When bedtime rolled around, she'd taken a hot shower and snuggled down with _Pride and Prejudice_ on her Kindle hoping to make herself drowsy so she'd drift off.

Unfortunately, her plan hadn't worked.

Checking the alarm clock on the nightstand, Clara noted it was four in the morning and she wasn't even remotely tired. She had to be up for school in two hours, but she couldn't sleep. She kept on replaying the Doctor's disastrous "deep cover" visit to Coal Hill in her head.

It was on a constant loop.

She'd been watching that little disaster movie in her mind for nearly three weeks now, and anytime she got a moment to herself, she'd start it up again and think of ways she could have kept it from all going wrong. While she'd managed to patch things up with Danny, the Doctor had scooped up Courtney for an impromptu TARDIS trip, gotten rid of the Blitzer like so much space rubbish, and then took off for destinations unknown without a word to her.

While the Doctor had earlier assured her he didn't mind competition, he_ clearly_ did. Juggling both men these past few weeks had been a nightmare. She'd initially given the Doctor dates twice a week, but he'd kept coming for her more and more often. And she just couldn't stay no. Sometimes, he'd even shown up in the middle of her dates with Danny and still she'd left with him.

And then it all came crashing down around her ears.

Her two lives had collided. No, that was too mild a term. They'd crashed into one another, exploded really. She'd just watched, in horror, as the two most important men in her life had gone at each other like bickering school children and she'd done nothing to stop it. Why hadn't she explicitly told the Doctor who her new boyfriend was? Why had she invited Danny onto the TARDIS, kept him invisible from the Doctor?

_That's_ when things had gotten really ugly...talk about a spillage.

Just then, the familiar wheeze of the TARDIS sounded in the room. She watched it materialize at the foot of her bed, the blue box slowly solidified before her eyes.

_Oh thank God._

Part of her, a silly frightened childish part, wondered if the Doctor would _ever _be back, if he'd cruised out of her life, permanently. Maybe he'd find some other girl to take with him. Some new perfect girl who wasn't burdened with a day job and who wasn't dating a soldier. She knew she'd hurt him. Clara hadn't missed the look on his face…the pain. The disbelief. When she'd blurted out that she loved Danny.

The TARDIS doors creaked open and she blinked at the sudden influx of light, revealing the whirring silvery blue control room. A figure stood at the console, standing with his back to her. A tweed-clad man with an artless shock of brown hair. He fingered the knobs and switches.

_What?! It couldn't be…_

Clara pinched her own arm. _Am I hallucinating? Or dreaming?_

She tentatively crept out of bed and toward the vision in front of her. Her old friend, the dashing young Doctor was gone. Clara knew that. She'd seen it happen before her very eyes. He disappeared, gone forever, and transformed into his darker, older, fiercer counterpart. And it had all happened so suddenly. She hadn't even gotten a chance to say a proper goodbye. And now he stood at the helm of the TARDIS once more.

_What the bloody hell was going on!?_

He shouldn't be here. No, he _couldn't _be here. The Doctor whirled then, holding out his arms wide.

_Her_ Doctor, come back to life. He grinned at her.

Clara beamed back, tears filling her eyes. And here she'd gotten used to being the one who kept turning up like a bad penny.

"Come on then, impossible girl, what are you waiting for? An engraved invitation? Because I only send those out to people attending my wakes," he teased.

With a cry, Clara raced from her bedroom into the TARDIS and launched herself at him. She needed his warmth, the comfort of his kindly embrace. God, how she'd missed him! Her dear, sweet flirty friend had somehow come back to her, even if his regenerated self had flown away from her as fast as his spaceship would take him.

Clara couldn't even begin to explain it, but the universe was full of amazing things and for just once, it had offered her an unbelievable gift.

The Doctor swung her up into his arms and off her feet, giving her a twirl and she laughed, wrapping her arms tightly around him.

Clara met his greenish-blue eyes. "How?"

He smiled, a little wistfully. "Never mind that now. Did you miss me?"

"Of course I have!"

And it was the truth.

The new Doctor was trickier, harder to get along with, and devastatingly sexual in a way that made her prickly. More aware of him. In contrast, her young Doctor was easy, effortless to get along with, filled with laughter and charm.

_Something _bothered her though. "But how? _How _are you here?"

"I told you, Clara. Don't question it. Just enjoy it. I'll give you the how of it later."

She tapped his shoulders, letting him know she wanted down, but he didn't release her. If anything, his hold on her grew tighter. "Why are you here then? Can you tell me that?"

"I'm here for you, Clara, here to finish what I started." Suddenly his eyes smoldered, his features set into harsher lines, the cheeks hollowed, his brow puckered. The Doctor's hands crept from her waist to her hips and she flinched.

_Hold up._ He _never _touched her there.

_And his_ eyes never smoldered. She'd never seen lust within their depths. He often looked uncomfortable when they embraced, like a thirteen year old boy snogging for the first time, not sure what to do next. When she'd asked him to be her fake boyfriend for Christmas, he'd muttered something about glancing at a manual, for pity's sake.

She frowned. _Something _wasn't right. She could feel it. This wasn't_ her_ familiar, friendly Doctor. The way he held her…it was possessive, expectant somehow. Clara had a feeling she'd just walked into some sort of trap.

Unbidden, the words of an apt poem popped in her head._ Come into my parlor, said the spider to the fly…_

"What do you mean by that?" she whispered.

With a low cry, he fisted a hand in her hair and dragged her mouth to his. Kissing her relentlessly, devouring her. Clara responded at first, couldn't help but give in to the mastery of that kiss, and then she shoved at his chest, insistently.

He didn't release her.

_This was wrong, all of it. So very wrong._ When he finally allowed her air again, she sucked in a breath and let him have it. "Put me down! No! This isn't right. _You _aren't him. You couldn't possibly be. Tell me what's going on!"

The youthful Doctor sneered. "That's where you're wrong._ I_ am him. Always have been, even if you couldn't see it. Only the wrapping has changed and I know how much you care about the packaging. My impossible girl loves a pretty fresh face, doesn't she?"

"Doctor?" she asked hesitantly.

"Yes?" Was his mocking reply.

She glanced around the room, noting the bookshelves, the leather chairs. She'd been too distracted to notice at first. This was the redecorated version of the TARDIS. On one of his blackboards, he still had the running list of attributes. Only he'd swapped out _Date Guy_ for _Dave (P.E.)_ and he'd added –_Pink is a colour, not a name _and _–no red lining in his suits _under it.

This was the new Doctor, _her new_ Doctor. She could sense it somehow, even beneath the illusion. She should have known this wasn't real, should have been more cautious.

"What's going on? It is you, isn't it?" she asked hesitantly. In his current state, he reminded her a bit of the Cyber Planner that had taken over him over – casually cruel with an air of menace.

He released her and she backed away, retreating behind the console. He flipped a switch and her older Doctor appeared, wearing his severe black suit, and blacker, arrogant smile. He touched a long-fingered hand to his sharp, angular features. "Yes, I'm afraid it's just me. Grey hair and all."

She blinked, stunned. Hurt. "How? Why?"

"A hologram, Clara, projected onto your visual cortex, like the one I used to simulate clothing at Christmas that one time. That's all it took, a simple trick and you ran straight into my arms."

She was devastated. "I thought…"

"I know_ exactly_ what you thought," he said sharply. "You thought your dashing young playmate had returned." He laughed without humor. His eyes were twin flinty shards, the set of his jaw tight. "I should have paced myself."

It suddenly felt like she had nothing on, especially when he raked his gaze over her. Clara was suddenly aware of how thin the blue satin nightgown was. How very little it disguised.

He made a rough noise in the back of his throat. "I'm betting you aren't wearing anything beneath that little nightie of yours. I could have gotten a proper feel before you figured it out. Tell me. When did you know I wasn't him?" he demanded.

"You_ are_ him." Moments like this gave her a headache.

"_I'm_ not the one who needs convincing," he said snidely. "Did you like seeing your handsome young Doctor? Before you knew it was me, did you want to let him carry you off and lay you on his bed? Would you have let him have his way with you, Clara? Again and again, until you were both too exhausted to move, to even think? Because we both know very well he was _definitely your type_," he said that last part with so much venom, she backed up a few inches.

Clara shuddered. "No!"

"Oh I forgot," he said with a sneer. "Apparently, you like soldier boys now—acrobatic dunderheads with rippling muscles and nothing else to recommend them."

She glared at him. "He's not like that. He's clever. He's brave. He…" But she trailed off at the flash of unholy fire in his eyes. The Doctor was in an odd mood tonight. Angrier than she'd ever seen him and just a little bit dangerous. She held her tongue, hoping he would calm down and they could talk this out without any angry words.

"Why would you do this? Why would you play such a horrible trick on me?" she said bitterly.

"I don't think you have any room to talk about tricks, not since you snuck Dave in here. And I did because I know how important youth is to you. No matter how much you protest. You touched me all the time when I was the young time traveler with the bow tie."

For such a clever man, he could be incredibly dense sometimes. "_You_ are the one who rebuffed _my_ touches, remember? I know you don't believe me, but I told you the truth. _Yes_, I touched you, flirted with you, but I wasn't serious. I wasn't attracted to you in _that_ way. I meant what I said. Adrian and your former self are really not my type."

"Stop lying!" he shouted, slamming his hand down on the console.

Clara gasped, backing towards the door.

The Doctor shuddered and moved away from her, saying nothing for a few moments, breathing deeply. Evidently, trying to calm down. Finally, he tucked his hands in his pockets, showing a flash of crimson lining. He turned to face her once more and he seemed a bit more level-headed. "You never made dates with tiresome human men when I wore a boyish veil." He gave her mocking look. "Perhaps you could have saved us both loads of trouble. You should have told me the type you fancy when I was regenerating. Sometimes, I take requests."

She threw up her hands in frustration. "You _never_ listen! I adored you, but it wasn't—"

He raised a silver brow. "It wasn't what?"

"_I_ wasn't as attracted to you then as I am now, you idiot!" she snapped. _There._ She said it. She glared at him, wishing she could burn holes in his precious black jacket with her eyes.

He rounded the console, towering over her. "You've got a funny way of showing it!" he growled. "What did you tell _him _again_?_ You know, Dave, the soldier gymnast?"

Her hands curled into fists. Ugh! Times like this made her want to slap him. "His name is Danny!"

"Like I give a bloody damn! Oh yes, now I remember. I must be getting forgetful in my _old age_," he ranted, as he paced back and forth. "I'm just the _alien_ you travel with, right? Your space dad? Is that it?"

"No!" God, she really had messed this up and the Doctor was only making it worse.

When Danny had asked her who the Doctor was, she'd panicked. How in the world could she explain such a big question? In many ways, the Doctor defied description in her life.

"I didn't know what to say," she confessed. "I'd been lying to him for weeks. So, when it all tumbled down around me, I wanted to come clean. I gave him the major overview, but I didn't—"

"I don't care about_ his_ feelings. You still haven't explained _him_ to_ me_. Not yet. And, by the way, you weren't forthcoming on_ my_ relationship with _you _either. Answer my question. Is that all I am to you, Clara? A travelling companion?"

His expression was stern, but she could see the pain lurking beneath it. Those big sad eyes gave him away every time, even if they were camouflaged with burning anger as well. "You know that isn't true."

"Do I?"

"You really don't believe me, do you?"

"Sometimes I don't think you know what you want," he said quietly.

Clara couldn't disagree. She'd dated Danny and the Doctor for weeks, but she hadn't slept with either of them. Nothing more than kisses, and canoodling, to use the Doctor's term. Being torn between men left her confused and guilty. She couldn't make a decision and while having two men compete for you sounded good on paper, it could be hellacious in practice.

She tried again. "I find you more attractive now. I know you don't believe me, but it's the truth. And that's why you thought I was with Adrian, because he looked like you used to. You thought I'd found a nice, safe human version of you. You vain, infuriating bastard."

He crossed his arms over his chest. "_You_ said you loved him. You love soldier boy. Game over." The Time Lord raised his chin, his tone imperious. "So I guess it doesn't matter anymore, does it?"

"I do. Love him, I mean," she said. "But it isn't a game."

He snapped his fingers and the TARDIS doors opened. "Then don't waste any more of my time. Off you pop. Go make babies with Dave and enjoy your boring, short little human life."

She snapped her fingers and they slammed shut. "No, I refuse to be dismissed. Ask yourself this. Did _Danny_ say it back to me?"

"What?"

"Danny. Did he say he loves me?" she repeated. "Did you hear him say it?"

"No." The Doctor watched her warily, waiting.

"He hasn't said a word about it. It's the proverbial elephant in the room." She tilted her head to the side. "And think about this… did I say I was _in love_ with him?"

He frowned. "No."

"Because I'm not. I care about him, I do love him, but I'm not _in love _with him. Not yet, anyway. I just didn't want you to erase his memory. I was afraid you might hurt him, so I wanted to let you know he means something to me."

He flinched. "Why him? He's ordinary, boring. Why in the name of sanity would you choose him? Explain him to me."

Her head told her that Danny was the most sensible choice. "We share a real, human life together. He can grow old and die with me. I wouldn't use the word ordinary, but Danny is normal, safe."

He nodded, seeming to accept her explanation. He blew out a long breath. "I suppose that makes sense. But what about me, Clara? Do you love me too?" His expression was inscrutable.

Clara had trouble sorting through all of the feelings she had for the Doctor. Their relationship was complex. "I let myself be ripped apart for you."

He ducked his head, his features softening. "I _know _you did. You were very brave, impossible girl, but it isn't an answer. Do you love me, too?"

"I love you, Doctor. I'm not i_n love_ with you, but I do love you," Clara admitted. She knew better than to ask if he loved her. The Doctor wouldn't admit it to it, even if he did. Clara had figured out long ago that he the more intensely he felt, the more he kept his emotions to himself. "And for the record? The past couple of weeks without you have been horrible." She glanced up at him. "I've missed you, you big jerk."

He sighed and opened his arms to her. "I've missed you too, Clara. Come here."

Clara tilted her head to the side. "Are we hugging it out?"

"I need to touch you. Now get over here."

With a cry, she ran back into his arms and laid her head against his chest. The Doctor held her for a long moment and kissed the top of her head.

She let herself just bask in the moment. The Doctor had come back for her, he hadn't run away. Their relationship had survived intact, even if it was a little banged up. They'd managed to get through their worst row to date and_ that_ was saying something.

Then, she started thinking about how he'd just manipulated her and how childishly he'd reacted to the Danny situation. When she pulled away…and slapped him across the face. Hard.

"Clara!" he said, pressing a palm to his face and backing away from her. "What was that for?!"

Clara placed her hands on her hips and launched into a tirade. "What for?! Let's see! For dressing up as my dead best friend, for bickering like a teenage boy with Danny, for showing up unannounced at my school to hunt aliens, for contradicting me in front of my students. And for the record, Jane Austen wrote Pride and Prejudice from 1796-1797. We were _both _right!"

He rubbed his jaw line. "I should have kept that broom," the Doctor groused. "I can't believe you are still bitter about that."

"And I probably owe you another slap for taking Courtney into space, too. I had to bribe her with sweets and extra credit to keep her from blabbing it all over the school. And you know what else? I _still_ haven't been able to explain to the headmaster how the caretaker's office got blown up. And, most of all, I slapped you for disappearing on me!"

They stood there, glaring at each other.

"Fine," he snapped. "I guess I deserved some of that and_ you_ deserve a spanking for bringing your boy toy aboard the TARDIS without my knowledge."

"He's not a boy toy," she corrected.

"Yes he is. I suppose you will continue to date Gymnast Dave?" he asked, with a sigh.

"I think you mean the _maths _teacher," she said tiredly. "And the answer is yes. Until I get this sorted. Yes."

"He_ seriously_ teaches maths?" The Doctor said, frowning. "Because that doesn't seem right. I'm going to challenge him to a math bee."

She rolled her eyes. "No. You aren't."

"And what about me?" he asked. "Are you still dating me?"

"I guess that all depends," she said softly. "You said you could handle the competition, but you went off the deep end on this one."

"Oh come on," the Doctor coaxed, as he stalked around the console. "I wasn't prepared when I actually saw _who_ you were dating. I'm more convinced than ever you've made a grave boyfriend error. One I'm going to help you remedy shortly. But I'm an ancient, clever Time Lord. I'll keep calm and carry on until you come to your senses."

Under the circumstances, a begrudging acceptance was as much as she could hope for. "So you say."

"Now then, that's all settled." The Doctor gave her a small smile and then suppressed a yawn with the back of his hand. "Sorry about the yawn. I'm a bit knackered. So, can I interest you in a trip, Miss Oswald?" he asked.

"I'd love to, _Mr. Smith_," Clara said happily.

He winked at her. "Just call me the Doctor."

**12**

The Doctor had lain in some coordinates as they'd caught up with each other. He'd said he'd been visiting with the Oods. Whoever they were. And she'd told him about work, but didn't so much as mention Danny.

After they'd chatted a bit, he'd yawned once more and explained he hadn't been able to rest well the past couple of weeks. He didn't say so, but she bet it had to do with their row. He'd begged off the rest of the conversation and taken himself off to bed.

However, Clara didn't feel tired. Too keyed up, probably buoyed by being having her quarrel with the Doctor resolved and sailing off on a new adventure. Instead of sleeping, Clara had curled up in his chair, with the Doctor's copy of _Pride and Prejudice._ It was dog-eared and full of underlined passages. One of the quotes she really loved. It detailed how irksome Mr. Darcy could be:

_"But I can assure you," she added, "that Lizzy does not lose much by not suiting his fancy; for he is a most disagreeable, horrid man, not at all worth pleasing. So high and so conceited that there was no enduring him! He walked here, and he walked there, fancying himself so very great!"_

Clara sighed, touching the page. Despite his arrogance, she'd fallen in love with Darcy as a teenage girl while reading _Pride and Prejudice_. He was a brooding, mysterious, quarrelsome man. And she loved seeing Elizabeth match wits with him.

_Then it hit her._

That paragraph also happened to describe a certain centuries-old Time Lord as well. To a_ T_ in fact. She hurriedly put the book back on the shelf and walked away from it.

_Yeah, definitely not going to analyze that one. _

As she paced the control room, she noticed the Doctor's invisibility watch, forgotten on a stair_. Hmmm._ Just hanging out there, where anyone could find it. Before she could stop herself, she picked it up and fastened it on her wrist.

_So many possibilities. Wicked possibilities._

There was one place on the ship, she'd always wanted to visit, but hadn't gotten up enough nerve to actually go. And with her newfound stealthy device, how she resist the opportunity to explore…

_The Doctor's bedroom. _

**12**

Now invisible, Clara stood outside the Doctor's bedroom door. She reached for the handle and then let her hand drop. Could she do this? It was an invasion of his privacy, but he hadn't been worried about just popping up in her bedroom, right? He'd even been in the same room with her while she slept. Of course, he'd been waiting to surprise her with coffee and she was intending to walk into his room while invisible, but she could compartmentalize it. And worry about the moral implications much, much later.

Besides, it was now or never. The opportunity would probably never present itself again. The Doctor hardly ever slept and when he did, it wasn't for long periods of time.

Clara eased open the door and crept inside. The room was swathed in shadows and she let her eyes adjust to the darkness before moving around. The room had high, vaulted ceilings and the walls had large round porthole-like structures.

The Doctor had placed another large leather chair near the hearth, situated atop a thick brown rug, and a large four-poster wrought iron king-sized bed dominated the room. Along the walls were a couple of wooden wardrobes, several bookcases, and a fireplace, much like her own. A blue spectral fire burned within it and the soft glow illuminated some of the room. There were a series of bizarre clocks on the walls. Some of them had exposed gears, others moved backwards in time, and some didn't appear to tell time at all. They were all eerily silent, without any whirring or ticking.

_So strange._ The room was exactly how she dreamt it! While her dreams had been mostly lurid, she'd managed to soak in some of the details.

_In particular, she remembered that chair quite fondly…_

Clara cautiously tiptoed towards the bed. It was wreathed in shadows and she could dimly see his outline. The Doctor had mentioned he could sense Danny's presence when he walked past while invisible. So, she kept herself at the foot, near the large steamer trunk at the base of the bed. In the very center of the big bed, the Doctor slept. He wore a pair of black satin pajamas and he laid on his back, one lean hand spread across his chest.

Clara had the urge to touch him, but kept herself in check. She'd been wanting to explore this place since she'd had that first dream, and it didn't disappoint.

_Wait a minute. _

Clara was missing something. Something big. This room was exactly how she dreamt. _Exactly. As in, exactly. Down to the very last detail. _This couldn't be some sort of coincidence._ Hang on. _She'd remembered the Doctor giving Danny a dream about "Dan the Soldier Man"by touching his forehead and doing some strange Time Lordy mind-melding thing on him.

_Oh my God._

The Doctor had given her sex dreams?! She glared down at him. Of all the high-handed, invasive, unspeakable …

Every instinct urged her to wake him up, start yelling at him._ Ugh._ But she couldn't. He'd know she'd been sneaking around his bedroom at night. Fuming, Clara turned and headed for the bedroom door, when a silky voice stopped her in her tracks.

"And just where do you think you're going?"

**12**

"Answer me, Clara," the Doctor called. He waited patiently, but didn't get a response. The Doctor slid out of bed and glided to where he thought Clara stood. He could sense her in the room, but couldn't quite pinpoint her location. He'd felt the light field surrounding her shimmer when she approached the bed and it had stunned him out of his slumber.

"You won't be able to hide long, Clara," he called. "You might as well slip off the watch. I know you're here." He'd actually left it lying about; in case she'd wanted to try it out, but he never imagined the wicked girl would use it to enter his bedchamber.

And now that she was here…well, he intended to exact a trespasser's fee. He'd waited such a long time to get her in his bedroom and he intended to enjoy himself. But first, he had to make her visible.

"Don't you have something to confess?" she called from the other side of the room.

The Doctor rushed over, but didn't feel anything other than air. Evidently, she'd scampered away. "And what's that?" he asked. "I'm not the one who entered your bedroom with an invisibility shield on. Add this to the Dave situation and I'm thinking you've earned a proper spanking."

"I'd love to see you try!" she said. "I'm talking about the sex dreams you've been giving me!" He could hear her over by the hearth. "I was right the first time. This is your snog box, isn't it?"

The Doctor sprinted over. Again, she'd neatly avoided him. "I've no idea what you're talking about," he lied. "I can't be blamed if your subconscious mind is fantasizing about me at night." He had no intention of apologizing, or even admitting to it. He'd do it again, without any qualms. "Although, I would be more than happy to act some of those salacious dreams out with you, if you've a mind to."

She gave an exasperated sigh, near the door. Quickly, he clicked his fingers and the door locked. He could hear the door handle rattle as she tried to turn it.

_Now, I've got you exactly where I want you…._

"Oh dear," he said with glee. "Looks like you're in quite the pickle. You've gotten yourself locked in here with me."

Nothing but mutinous silence, but no matter she could only hide for so long.

"Oh, Clara, Clara, Clara, come out…come out wherever you are."


	5. Chapter 5

**Don't Stand So**

Chapter 5/?

**First Note:** Thank you so much for the kind reviews, the PMs, and the follows. I really, really appreciate it!

**Thank You:** A big thank you to myopicfriend for beta reading _Don't Stand So!_

Clara was furious.

In any incarnation, the Doctor didn't respect boundaries. In fact, he delighted in pushing them. He casually invaded her mind and didn't even have the decency to admit to it, let alone apologize. No, the Doctor had been merrily messing with her. Sending her these intense, wicked sexual images.

Apparently, without any qualms.

Not that she hated the dreams. Quite the opposite really. She'd woken up breathless, quivering. Sometimes, she tried in vain to close her eyes again, re-enter the dream once more…

_But still. _It was a violation of her trust.

She was tempted to turn the full force of her fury on him, but given the mood he was in? She thought an argument would lead to a horizontal solution to this particular problem. They were both too volatile at the moment. While heated sex might take the edge off the tension between them, it would only lead to a boatload of other issues.

Clara groaned. She wished she'd never traipsed in here. What a monumentally stupid idea. The sonic screwdriver lay on the wooden nightstand, next to the Doctor's bed. It was the only way out of here. She hoped, anyway. Clara had no guarantee it would counteract his mental door-locking trick.

It wasn't that far away, but it might as well have been in another galaxy. But she'd have to get past _him_ first.

She shot a glance at the Doctor once more. He stood in the center of the room, arms outstretched, his face contorted in an expression of absolute concentration as though he mentally scanned the room. She'd never been quite as aware of just how alien he was.

Clara knew she didn't have much time before he found her. She tiptoed to the nightstand _oh so quietly. _Thank God she hadn't worn shoes, or he'd surely hear her footfalls. As she drifted by him,his eyes snapped open and he turned in her direction…

She froze. _Blast!_

"I can_ feel_ you, Clara," he murmured, walking towards her. The anticipation rolled off him in waves and a smirky smile settled on his lips. He was enjoying himself! Becoming excited as he stalked her movements.

Worst of all, _his_ obvious pleasure made_ her_ heart skip a beat. There was a dubious sort of thrill inherent in being interesting enough to chase, being the prey of such a cunning predator. It made her wonder what it would be like to let him catch her.

Dangerous thought, _that._

Clara stepped backwards until she reached the wall. The Doctor continued to head in her direction, as he let his otherworldly senses guide him. And Clara crept towards the nightstand, shuffling along as stealthy as possible.

Unfortunately, the Doctor slowly followed her, getting closer and closer. . .

_Damn._

Just as she reached for the sonic, the Doctor lunged for it first, easily scooping it up. "Oh, no you don't!"

She stopped in place and held her breath. There went her exit strategy.

He grinned, a look of pure masculine satisfaction, as he tucked it in the top pocket of his pajamas. Then, the Doctor instinctively placed a hand on either side of her head, pinning her against the wall. "_There _you are. I can sense you, even if I can't see you."

Cover blown, Clara let out a shuddering sigh. "Let me go!"

"Not a chance."

"Doctor, I—"

"Let there be light," he said as he snapped his fingers. The ceiling suddenly swirled with pinpricks of light. Stars, swirling about in a night sky.

She shook her head_. Little bit of a God complex, eh, Doctor?_ Clara wasn't sure if it was an illusion or some sort of Time Lord Mural.

"That's better." He turned his full attention to her. "Remember when I said _tease me at your own peril_?"

Like she could have forgotten. "Yes." She swallowed thickly.

"You came to my room in the middle of the night." His eyes glittered as he swept them up and down her body. Even though he couldn't see her, she swore she could_ feel_ his gaze on her skin, as intimate as any touch.

"But I was just curious!" she sputtered.

"I will happily sate your curiosity."

"I didn't mean it like _that_," she said crossly. . "I didn't come in here to seduce you. Remember your no hanky-panky rule. "

He raised a silver brow. "I made the rules. I can break them." The Doctor chuckled. "I have often thought talking to you is like talking to a brick wall, but I refuse to argue with an inanimate object.Enough of this game_. _Show yourself, Clara."

It was an order, not a request.

Too bad, she was in no mood to be bossed around by an imperious Time Lord. "No!" She'd had quite enough of that lately.

His eyes widened, as though surprised she had defied him. You'd think he'd be used to it now. "No?"

"What part was unclear?"

"Sassy tonight, aren't you? If you don't cooperate, I'll have to remove the watch myself. It might take me a few tries to find it," he murmured, his voice dropping an octave lower. "Fair warning. I might accidentally place my hands somewhere intimate."

Clara quivered. His voice did funny things to her body, almost like a physical caress. She was so out of her depth here.

He reached for her and Clara quickly touched the button on the watch, instantly becoming visible.

"Ah, there you are." He made no move to back away, or give her some space. Instead, he got impossibly closer. "If you didn't want to tease me, why didn't you change, Clara? You have a wardrobe full of clothing, yet you came into my bedroom wearing a flimsy little nightgown."

She slipped off the watch and tossed it on his nightstand. "I came in here unseen. It didn't matter what I was wearing," she pointed out. "Besides, you are the one who invaded _my bedroom_ first. Picked me up in the middle of the night."

"Yes, and if I recall, you weren't embarrassed or shy. You sprinted towards me and leaped into my arms," he contradicted.

She scowled at him and then changed the topic. "You are the one who has been giving me sexually suggestive dreams."

His lips twitched. "I'm not certain which dreams you are referring to. Why don't you tell me about them? In exquisite detail."

Clara could feel a hot flush creep higher up her neck. "Absolutely not." She crossed her arms over her chest.

"Spoilsport," he taunted. "Now, I do believe I owe you a spanking. You've misused my watch, not once, but twice."

"I'm not a child and you are most certainly not going to spank me. It's late. I'm going to bed." She tried to push past him, full of offended dignity but he stepped in her path.

"The only bed you're going to be in tonight is mine," he picked her up and tossed her over his shoulder. "It's time for your punishment."

_**12**_

The Doctor hauled a squirming Clara to the chair by the fire and dropped her on his lap, face down. Her legs and arms over settled either side of the chair arms. She wriggled in his grasp, not that she had any hope of getting free.

"You can't do this!" she squawked.

"I assure you, I can." To prove his point, he placed a hand at the small of her back, easily restraining her.

Clara continued to struggle, but she didn't get enough leverage in her awkward position to break his hold. "Let me up! This instant!"

She might be protesting, but he didn't miss the lovely rose flush on her cheeks, or the way she'd sucked in a breath. He could see her awareness of his touch, of his body. She wanted this as much as he did.

The Doctor groaned. "Never. But by all means, continue the delicious squirming. And not to repeat myself, but I wouldn't mind hearing about your dreams. Perhaps you could do both? Paint a word picture for me while you wiggle a bit…I think I'd find it most _educational."_

Clara immediately ceased her movements.

And he laughed.

"So you admit to it? That you gave me those bloody dreams?"

"Perhaps," he said. "However, Clara, I couldn't make you dream about something not already your thoughts. I could only make suggestions, a persuasion. But your mind interpreted those images, _those ideas_ and wove a dream out of them."

"Like when you gave Danny the dream about being a soldier?" she inquired, glancing over her shoulder at him. Desire seemed to ebb in response to the new information. "He'd already been thinking about Dan, the soldier man."

He remembered Clara had mentioned Orson Pink, about how much he resembled the soldier. "You mean Dave was the boy?" he asked.

She nodded slowly. "I tried to tell you, when you visited the school. We ended up in Danny's past and then we saw his descendent, Orson Pink."

Colonel Pink was part of her future. And the boy…her past. Someday she would marry Pink? Have his children, share a home with him.

The implications were shattering.

Clara ultimately chose the soldier over him, at least in this current timeline. He tried to wrap his head around that one. The Doctor changed the subject. He couldn't bear to consider it for the moment. "Enough about Dave."

"Danny," she corrected.

He continued on. "Tell me. What was I like in your dreams? Dominating? Did I bend you over the console in the control room? Because I've fantasized about that hundreds of times. Perhaps you longed for one of my shy moments? Did you play the seducer? Hug me, kiss me…until I gave in to your considerable charms?"

He allowed her to turn in his arms and she gave him her patented death glare. The one she used to freeze wayward students in their tracks. "We won't be talking about this anymore and _allow me to be clear._ You will never give me another dream again. Understood?"

"I—"

She cut him off. "Understood?!"

"Yes, ma'am," he said, lips twitching.

She nodded, apparently satisfied.

"You are such a control freak." He bit his lower lip. "You enjoyed them though, didn't you?"

Clara pulled a face, choosing not to answer his question. "Let me up. Now!"

"Never."

Time to claim his prize.

He pushed her back down and ran a hand over her luscious little behind. He flipped up the hem of her nightie to reveal her blue lacy panties. They were cut high, exposing both ripe cheeks and trimmed with feminine white satin bows. _Bloody hell._ She had a sweet, succulent arse.

_Exactly_ like a luscious peach.

He wanted to strip off her panties as well, but he doubted he would be able to control himself if he did. So tempting. The sweet, hot center of her so very close. And he longed to explore her fully, learn her body. If he stripped her bare, he wouldn't stop until he was inside her.

Only one small scrap of lace….

That's all that stood between him and the promise of pleasure. He eased a finger between the satin and her skin, teased himself with a small stolen touch. He was so hard, he ached. Had been aroused since he'd first discovered her in the room. Oh, who was he kidding? He'd been a permanent state of frustrated desire since he'd run into Clara outside of the pub in Victorian England. And perhaps she'd been in the corners of his subconscious forever, popping up at one time or another all over his timeline. The pretty girl who always came to his rescue.

_But altering their relationship must be her decision. Her decision._ She wouldn't only hate him for influencing her, dragging her down the path he urgently wanted to explore.

The Doctor repeated that like a mantra until he felt calmer.

He brought one palm down on her left cheek and Clara gasped. He purposefully didn't make it hard, just a little tap. Less a punishment, and more foreplay. Exploring the razor-thin line between pain and pleasure was a specialty of his. He smacked her other cheek, then alternated between the two until her skin had taken on a pinkish hue.

Meanwhile, Clara had gone silent, limp on his legs. He reached for the sweet curve of her cheek, turned her face toward him, cupped it in his heated hand. She looked dazed – wide eyes and swollen lips from biting them…?

"W-what are you doing to me?" she whispered.

"Warming you up," he said gruffly. "For the inevitable. Over the centuries I've developed a taste for human women, but I want you more than any other." Was _that_ ever an understatement.

She wrinkled her nose and a pout settled on her lips. "Don't say it like that, like we're your favorite menu item."

"That isn't what I meant. There are no more women left of my species, Clara. Even River, who was only partially Time Lord, is long gone. To look for companions, I have sought out human women for centuries. Queens and shop girls alike and all of them delightful in their own right. I show them the universe, but they always introduce me to marvels." As he spoke, he rubbed her bottom, soothing the sting.

"Like?" Her voice was a breathy murmur. She closed her eyes, like a drowsy kitten being stroked.

"Many things. For example, you have truly wondrous bodies," he continued. "You, in particular. Short and roundish, utter perfection. Striking your bottom has brought a rush of blood to your pelvis, which in turn heightens your arousal. Not to mention the power differential played out for erotic effect."

Right now, he wanted nothing more than to strip her bare, carry her to his big bed and spread her open for him. He needed to explore her body for weeks, make her orgasm so many times she lost the will to leave him. It wasn't pretty. She made him so needy, greedy for more of her time, for_ all_ of her attention.

He wanted to ruin her for other men.

"Doctor, I—"

His hands shook with need. "Shh. Clara, I must have more from you, just a little more. I won't take you against your will but if I don't touch you, I'll go mad." With that, he slipped his hand between her legs. "I need to bring you pleasure. I want to hear your cries as I give you an orgasm." He caressed her through the silken fabric. The satin was damp against his palm and her breath hitched at his touch.

The Doctor stroked her, cradling her sex, pushing the panties against her heated folds. Stroking her with the wet silky fabric. She cried out, clutched the chair arm as she writhed on his lap. He rubbed her more intensely, causing her to grind herself against his hand.

But it wasn't enough. He wanted more, no he_ needed_ even more. "Let me love you with my mouth," he purred.

Clara dazedly peered at him over her shoulder. She frowned, trying to get herself together, he presumed. "What did you say?" she asked breathlessly.

"Say _yes,_ Clara. I want to know how you taste."

**12**

Clara slowly became aware of her surroundings once more.

She'd been awash in a sea of carnal pleasure the likes of which she'd never known. At university, she'd had her fair share of lovers and while the encounters had been gratifying, none of them had set her aflame like this.

When she could focus once more, she trembled at the blast of passion emanating from the Time Lord's eyes.

"Clara," the Doctor said again. "Let me put my mouth between your legs."

As if to answer his question, her sex clenched in response. She swallowed thickly, trying to find the wherewithal to form a coherent answer.

"Are you trying to make me beg?" he queried, his handsome face settling into harsher lines.

She shakily got off his lap and he reached for her, almost reflexively, before he gripped the arms of his chair, letting her go. Clara stood silently staring down at the Doctor, trying to figure out what to do.

She wrapped her arms around herself to ward off the sudden chill caused by leaving the heat of his body. The Doctor had a slightly cooler basal body temperature than humans normally but e when aroused it heated up, surpassing her own. Being against his big, warm body felt like snuggling up with a heating pad.

The smart choice? Would be to run out of here and lock herself in her bedroom. However, her brain lost out. Maybe because her body needed more contact. It was screaming at her to let the Doctor do whatever he longed to with her. To give in.

"Say something, _anything_, even if you say no," he said softly. "I won't do anything you don't want me to." She observed his knuckles had gone white from the death grip he had on the chair.

And suddenly, Clara felt a rush of power.

The Doctor craved her, _really_ desired her. It was impossibly heady to see a centuries-old being in the clutches of such a ferocious need. She often imagined that he'd both seen and done it all. Clara assumed sex for him would be old hat. After all, he'd had centuries to bed any women he wanted, try every possible sexual position and permutation. And some vestige of chivalry kept him from claiming more of her body without her express permission.

"Maybe," she whispered.

With a wicked gleam in her eyes, she slowly lifted up the side of her nightgown, hooked her thumbs in the panties and tugged them down until they pooled at her feet in a damp lacy mass.

The Doctor moaned and hips shot forward, as though already anticipating sliding inside her. She could see the engorged length of him pressing against the smooth satin confines of his pajama bottoms, hard and eager for her. She bit the inside of her cheek, just imagining him inside her, thrusting hard, staring down at her with those intense eyes.

He shifted restlessly in his seat, brought his long-fingered hands to his thighs, stroking up and down. "Clara!" he growled.

Mentally shaking herself, she turned around and padded toward the fire, eventually lying down on the thick Oriental rug. She leaned back on her elbows, which thrust her breasts out and then parted her legs. The nightgown scarcely brushed the tops of her thighs, giving him an enticing view.

The Doctor made a pained sound in the back of his throat. His eyes flew to the V of her thighs, evidently eager to glimpse what he'd only been able to fantasize about. She widened her stance, letting him look.

When he finally tore his gaze away from her sex, he met her eyes. "You want me to beg, don't you, you little game-player?" he said gruffly.

Clara realized she really,_ really_ did want to hear him grovel a bit. In most of their interactions, he had the upper hand. It was nice to have some hold, _some power _over him. She didn't imagine that happened often in his life. She'd consider it a bit of character growth.

"Takes one to know one," she conceded. "But, I wouldn't mind a little pleading."

"Then pleading you shall have." He bit the pad of his thumb tensely before he spoke. "Please let me, Clara. Open your legs for me. Let me taste _every single inch_ of you."

Her sex quivered at the low timbre of his voice, the unabashed hunger in his eyes. She sucked in a pained breath. "Do go on."

He slid to his knees and then reached for her discarded panties. The Doctor brought them to his nose, inhaling deeply, drowsily shutting his eyes as though drunk on the scent of her alone. He licked his lips. "Let me lap at you until you come apart in my arms."

Clara's legs fell completely apart at _that_ statement.

The Doctor pocketed her panties and shuffled towards her on hands and knees. He stopped when he finally placed himself between her splayed thighs. He eased the edge of her nightgown up, folding it against her stomach so he had an uninterrupted view of her lower body.

And then he stared…

Licking his lips as he beheld her most intimate place. Beneath the naked hunger on his face, she noted something more. And she suddenly realized she'd seen that expression on his face before, the wonder. Every time he'd seen something that surprised or delighted him, whether it was a cosmological formation or new creation, he wore that look of delighted astonishment.

"Let me kiss you there, Clara."

God, she couldn't stand it much longer. "Say please," she muttered.

His eyes were half-lidded and his nostrils flared. "Please," he drawled, but the word seemed to be torn from his throat. She wondered if he'd ever had to use it before.

"Yes." As soon as the word left her lips, he was on her. The Doctor lifted her hips and positioned her legs over his shoulders. He brought her sex to his mouth, like it was a bowl.

And then he began to taste her, lap at her. She writhed against him, but he held her immobilized. She stared down the length of her body, to see his silver hair between her parted thighs. He paused his ministrations to meet her eyes.

The Doctor looked intolerably ravenous, wolfish. "Mine!" he declared.

Clara didn't have the will to dispute his claim, she let herself go limp in his arms and gave in to the pleasure.

**12**

Finally…_ finally_ she came for him, howling her release. He slammed his eyes shut and forced himself not to grab her, and drag her to his bed. He contented himself by listening to her keen for him, for the naked hunger in her voice.

When she calmed down, he turned Clara to face him, then cradled her against his chest. She tucked her head in his shoulder and he soothed her back, before she met his gaze once more. Her eyes were wide, a hectic flush on her cheeks. She looked delightfully rumpled, sleepily satisfied.

He deliberately licked his lips and then brought his fingers to his mouth as she watched. Lapped them clean, relishing the honeyed salty taste of her.

Clara shuddered.

And he knew one taste would _never_ be enough…

**12**

Later, they lay on his bed, staring up at the stars on the ceiling. He'd tucked Clara beneath his covers and he'd lain on top of them, still wearing his pajamas. He held her close, but kept himself in check by not cuddling beneath the covers with her, the blankets serving as a ward.

She seemed drowsy and sated and while his body might be living in the hellish land of frustrated desire, he couldn't help but feel alive, slightly smug, and utterly joyful.

"You are awfully quiet," he murmured.

"Thinking," Clara said, lacing her hands through his.

"About?"

"You. Me. Danny. It's just so complicated."

He brought their joined hands to his mouth, kissing her knuckles. Then he pressed her hand to his hearts. "I've rarely found life to be simple."

She laughed. "You don't say."

"And it's no wonder. You've been running yourself ragged. You've been leading two very different lives. One with me and one with him. One on Earth and one amid the stars. A person is only meant to lead one life at one time."

The Doctor turned on his side and propped himself up on one elbow to gaze down at her. "Human beings have such a brief existence. I marvel that any of you would choose to spend your precious hours with me. And Clara, you,_ you _most of all. How many of your lives have you've given me?"

"You're worth it," she said quickly. "I'd do it again."

He shook his head, awed by her selfless streak. He'd led so many lives, lived for centuries but it hadn't been enough. Not nearly enough. He couldn't imagine only living a few decades. "I'm not a good man, Clara. A good man would encourage you to marry that human boy, to have children, pursue your career. A good man wouldn't be so selfish."

"You aren't selfish!" Clara traced his lips with the pad of her thumb. "I've watched you save people time and time again. You put yourself in danger for others all the time. I—"

He shook his head. "No, Clara, I'm not a hero. I ran away from my planet, from my responsibilities, defied the basic rules of my own people. Sure, I've saved people though the years, but it has never been about them. Not really." He hated to bring it up, but it needed to be said. Amy had delusions about him as well. Clara couldn't put him upon some pedestal. He would only disappoint her in the end. "Maybe saving them fed my own ego, or it was a means of figuring out an interesting puzzle. It's never actually been about them. And countless others have died for me."

"I don't believe that," she said fiercely.

"It's the truth. Besides, I've thought of doing really despicable things. Things a good man would never contemplate."

She frowned. "Like what?"

He blurted them out before he could stop himself, before he could use lies and manipulations to cover it all up. "You know, I've always heard that love is kind, love is _selfless_, but that isn't the way I feel. Not when it comes to you."

"Doctor, are you trying to say you love me?"

He ducked his head, unwilling to discuss it. "I've thought of wiping Dave's memory, removing all trace of you. Regardless of your wishes."

Clara felt like his. _His alone_. She had been born to save him, for pity's sake. Clara's copies were scattered all over his timeline. If any man had a right to her, the Doctor certainly did. She was _his._ And he was irritated she'd allowed another into her heart. Those proprietary feelings had gotten the best of him one night.

Her eyes rounded and he waited a moment, to let the impact of that sink in. "But you wouldn't."

The Doctor marveled at her faith in him. He certainly hadn't earned it. "It was touch and go for a bit, Clara. I landed outside of his flat, stood there for a long time with the sonic in hand, but talked myself out of it. I would have to take your memory too, and I knew I couldn't go through with it."

She seemed to consider that a moment and finally she spoke. "Thinking about it and doing it is not the same thing. We can't be judged for our thoughts, especially when they haven't been made into actions."

"Clara, I'm afraid I've also been lying to you. I've framed this decision of yours as a choice. An either or but that quite simply isn't the truth."

Desperation made him speak up. If her future was accurate, she could be choosing the soldier any day now. He had to make sure she knew all of her options.

"It isn't?" she asked cautiously.

"Far from it. You've never agreed to run away with me, but you could. I have a time machine. We could stay together for ten years. Or even twenty. With me, you wouldn't age the same way. You'd be exposed to the time vortex in the TARDIS and it would slow down your cellular activity. Keep you from growing old."

Clara watched him gravely, not speaking a word. He pulled her into his arms once more, settled her head against his chest.

"And then I eventually would return you. To Earth, to your soldier. You could live out the rest of your human life with him." He said the words, but he didn't know if he actually meant them. Once she'd been with him that long, could he really part with her?

She glanced up at him, eyes wide. "You mean I could have you both?"

"Yes. Both of us."

Clara shook her head. "I don't know what to say."

"Don't say anything for the moment. I want you to think on it. There is no reason you should have to choose. An extraordinary girl should have all of her options." He pressed a kiss to her forehead. "Enough talking for now. I want to relish the feeling of holding you in my arms."

With that, he brought her inexorably closer and held her until she fell asleep.

**12**

The Doctor slowly walked to his chair by the fire, turned it towards the bed so he could watch Clara sleep. He wasn't certain he'd ever been so utterly content and so wretched in the very same moment.

In all likelihood, he'd have to share her with the boy. His time with her would be the barest blink of an eye. Were a couple of decades of bliss worth centuries of heartache?

He plucked her discarded panties from his pocket and brought them to his nose. He'd Vacu-seal them, keep them safe, along with his other precious memories. And centuries from now, when Clara was gone and her children's children had long since passed away, he'd finger the silky scrap of lace, inhale the lingering scent of her, and hear her cries echoing in his ears.

And he would grieve.


	6. Chapter 6

**Don't Stand So 6/?**

**Note:** So, I absolutely loved MotOE. It was amazing and full of whouffaldi/whouffle moments. That said, the beginning was a bit jarring. They left out some of the Doctor/Clara resolution. We went from Clara walking out on the Doctor in KtM to joining him for a "last hurrah" in MotOE. This is my attempt to fill that particular gap…and a perceived gap within in MotOE. So, there are spoilers!

**Thank you:** A big thanks to Cleo for beta reading!

**12**

_Is this what it is like to be a Time Lord?_

No wonder the Doctor was a bit mad. Who wouldn't be? Clara sat on the couch staring at the moon which loomed large in the night sky through her picture window, clutching a glass of white wine.

Dozens of _what ifs_ swirled in her mind.

In the kitchen, she heard Danny puttering around. He'd insisted on making dinner for her and she was grateful for his help. She didn't know what she would have done without him these past few weeks. Lately, she forgot to do everyday things like eat and sleep, too preoccupied with the moon and the choices she'd made.

It had been a month since the Doctor had mockingly told her it was time to take the stabilizers off her bike. They'd had an explosive row and she hadn't spoken with him since she'd stormed out of the TARDIS.

What if she hadn't pressed that button?The thought haunted her.

What if she'd let the moon dragon die? What if she'd gotten it wrong and humanity suffered for her poor choice? Would humans have chosen to stay on the Earth? Never venture into the stars?

Clara had defied the wishes of the entire world…

And that decision would cause devastation on Earth. Very soon – as few as a dozen or so years from now. It would wreak havoc on any children, any grandchildren she had. The Doctor had said the tidal waves would drown whole cities. And that bit of foreknowledge drove Clara insane. . This wasn't some distant point in time, or the past. This was the future,_ her_ future. _Earth's _future.

All those lives….those deaths…And they were all on her head now.

She knew what was going to happen, but she couldn't warn anyone. They would take her away, declare her a nutter, lock her up. Rationally, she knew she wasn't accountable, not directly anyway. No more than the being above was. It was accidental, a force of nature, but she didn't_ feel _any less responsible. She wanted to warn people, but what if she inadvertently changed the outcome?

No wonder the Doctor could be so callous at times.

He had to be. The Doctor had to balance delicate futures, weighed down by foreknowledge he carefully doled out. He had to always look towards the greater good, had to put up boundaries between himself and others, if only for his own sanity.

While she understood his behavior, if only on an intellectual level, she wished he'd never put her in this predicament. He'd wanted humanity to step up and choose and he'd rested the burden of it in her hands. It had been equal parts gift and curse.

She stared up at the silvery glowing surface. Beneath it, a beautiful moon dragon curled, waiting to be born.

Clara vowed to protect it with her silence….

**12**

It had been the slowest, most excruciating month of his life.

Of course it had. He knew better than anyone, that time could be relative. In the midst of adventure, time rocketed by while despair made the grains flow_ slowly_ through the hour glass. Staying away from someone you craved could be agony.

But he had no one to blame but himself.

He'd hurt Clara, irrevocably. He'd been able to see the naked pain - those wide doe eyes filled with tears, the unsteady catch in her voice. Every time he closed his eyes, he saw her, staring at him with betrayal in her eyes.

While he might regret the affect the decision had on her, he didn't feel any remorse for placing it within her capable hands .. From what he'd gathered, Clara had ultimately decided. Not that he was surprised. He knew, deep down, she'd make the right choice. He trusted her implicitly, knew she'd be the swing vote.

The Doctor landed the TARDIS on Clara's lawn. He wanted to set the ship down in her home, but he wasn't sure if he'd be welcome. In fact, he was positive he wouldn't be. So, he decided to respect her boundaries for once, park on the law, and trudge up the stairs to her flat in the tedious human way.

When he finally reached the door, he steeled himself for a confrontation. He had to speak with her, clear the air and explain himself, but he loathed having emotional discussions. He usually did his best to avoid them, even when he'd been all touchy feely in the last incarnation.

But it couldn't be helped this time.

Her silence was killing him, much as he hated to admit it. He expected she'd would give him a call in a day or two after she'd calmed down, but it hadn't happened. A week had gone by and then two…. if she was really determined to leave him, he'd rather just rip the stitches and deal with the gaping wound. Living in this purgatory was far worse. His bow-tied boyish doppelganger would know the right words to say, what to do to make her forgive him.

No, _more_ than that.

He would have handled the moon situation _perfectly_, thereby avoiding this massive cock up. The younger version would have given her encouragement to get it sorted, would have held her hand, bolstered her confidence. Instead, he'd thrown the situation at her without regard for how she might_ feel_ about it.

Humans and emotions. Honestly, he needed to read a book on it, maybe take a course. No matter how hard he tried, he usually said or did the wrong thing.

Sometimes, he forgot not everyone could disassociate. At the Academy, they'd learned to weight astronomical options. He'd studied the ramifications of possible futures, learned to balance timelines, all with a clinical sort of dispassion. Clara must have been overwhelmed and afraid. He hadn't even realized he'd been so high-handed until she'd pointed it out to him.

He knocked on her front door, but instead of Clara, the soldier answered. The young man crossed his arms over his chest and blocked entry to her flat.

The Doctor scowled. Exactly how long had he stayed away? Sometimes the TARDIS could be imprecise. What if six months had passed? A year? Had Clara already decided on this acrobatic dunderhead? Moved in with him?

"She doesn't want to see you."

The Doctor raised his chin and gave the soldier an icy glare. "Perhaps, but she will anyway."

"Like Clara said, why don't you just clear off? She doesn't want to travel with you anymore."

"If that is the case, then she can tell me so herself. Now, _move aside_, Dave." The Doctor closed the distance between them, put just the slightest bit of threat in his stance.

"I'm not afraid of you, old man, and by the way, my name is _Danny_," Pink said, bristling.

The Doctor raised a brow and simply waited, not intimidated in the least.

With a sigh, _Danny _grudgingly moved aside.

"You really should be, you know," the Doctor said quietly.

"What?"

The Doctor smiled. "Afraid of me."

Neither of them spoke for a moment, each sizing up the other.

Finally, Danny drew himself up to his full height. "Why? Because you're so tough?" he said, his lips twisting into a sneer. "As you love to point out, I'm a soldier. I've had combat training and I think you'd last all of a minute if I decided to put you down."

With a smug smile, the Doctor turned away, glancing at his reflection in a mirror that hung on the hallway wall. He smoothed his hair and met Danny's gaze in the polished surface. The Doctor had learned centuries ago one didn't resort to fisticuffs unless there were no other options. Cleverness got him out of most scrapes and lately, his calculating nature had come to the fore.

"I trapped a little girl in a mirror once," the Doctor said conversationally.

Danny gaped at him. "You did what?!"

"Well, she wasn't _actually_ a little girl. It was a costume of sorts, for an malevolent alien being. But I digress. I imprisoned her in the mirror for all eternity for crossing me."

"You trapped a girl…in a mirror?" Danny repeated.

"Actually, in every mirror, because they are all connected you know. She exists as a reflection only now. But you are missing the point of this little confession."

"And that is?"

"The moral of this particular story is, you_ really_ don't want to become my enemy." He met the soldier's eyes in the mirror.

Pink, to his credit, said nothing, just watched him carefully.

He glanced at the corner of the looking glass. "Observe." Sure enough, the girl peered at him, trembling before she vanished once more. It_ always_ gave the Doctor a savage sort of pleasure to see her.

When the Doctor turned around, the soldier finally looked concerned, and more than a little scared. _Good._ Not nearly as stupid as he initially seemed. He didn't think Clara would develop an attachment to a simpleton.

"I love her," the soldier said stubbornly.

The Doctors sighed. "Well, I can certainly understand the impulse, but Clara is not for you. Do yourself a favor. Leave her be and find a nice, safe, ordinary human girl."

"I don't want anyone else." Danny took a step closer, his stance daunting. "_I've_ been with her since you abandoned her._ I'm_ the one who had been looking after her. I share her life, we work together. I've been caring for her and comforting her."

The Doctor's jaw locked down. What did he mean _exactly_ by comforting her? "What kind of comfort?" he demanded, lean fingers curling into fists at his sides.

"What?"

"What part of the question was unclear? Have you been sharing her bed? _Physically_ comforting her?"

"That is none of your business," Danny snapped, but the Doctor could see the uncertainty in the slight quiver in his voice, the narrowing of his eyes.

No, Danny Pink hadn't yet wormed his way into her bed. Not yet.

He relaxed a bit. "Oh yes, it is," he contradicted. "_Everything_ about Clara is my business." It was time for a few cold, hard facts. "I'm afraid she hasn't been honest with you about the exact nature of her relationship with me. Since she has been less than forthcoming, _I _will have to rectify the oversight."

Danny grimaced. "No, she told me everything about you. You are an alien and Clara said she travels with you, she sees wonders," he said dismissively.

"And did you know she'd been dating me?" the Doctor asked, raising a brow. He quite liked the look of pained disbelief on the soldier's face.

"What? You mean before? When you looked like Adrian?"

"No, I mean in the present. The here and now." The Doctor watched as emotions flitted across the young man's face…doubt, resentment, and finally acknowledgement. Evidently, he'd sensed something_ off_ in his interactions with Clara. "I didn't think so. Allow me to clear this situation up for you. She has been dating both of us, for weeks now."

"Is she sleeping with you?" the soldier demanded.

The Doctor just sneered at him "Speaking of my relationship with Clara, did she also tell you she and I met before?"

"What do you mean?"

"I mean long before this timeline. Once on Gallifrey, once in the Dalek Asylum?"

"The Dalek….what?" His eyes widened in confusion. "What in God's name is a Dalek?"

"Never mind. Just pray you never come face to face one. Clara and I also met in Victorian London and probably loads of other times. Suffice it to say,we are the very definition of star-crossed lovers. We keep on meeting, on different planets, in different times." He got closer, forcing Pink to back away from him. "She will always come to me, no matter what life she is leading. She is always drawn to_ me_, to the Doctor, no matter which face I wear."

"What the hell are you talking about?"

The young man looked shaken. _Good._ Danny backed further away, towards the door.

"Clara allowed herself to be shredded and scattered across my timeline to save me because she loves me, you see. Echoes of her exist throughout space and time, imbedded in my lives."

"She…she died for you?" Pink asked in disbelief.

"No, you aren't paying attention. I'm saying she lives for me, she is woven into my timeline. So when I tell you _she is_ mine, _has been_ mine,_ always_ _will be_ mine, you know I speak the truth. Even if you are lucky enough to marry her, share her bed, have children with her? It will mean _nothing_. We are inextricably bound to one another in any life."

The soldier stared at him, eyes wide, clearly overwhelmed by the implications.

"You are a footnote in_ our_ story, an interloper, a rebound relationship. Do you get what I'm saying? You are shoehorning your way between Romeo and Juliet, Darcy and Elizabeth, Bonnie and Clyde, Sid and Nancy. Your love for her is doomed."

Danny backed away from him, wrenched open the door to her flat and stood in the doorway. "You're both insane."

"I don't disagree." The Doctor paused a moment, realizing he'd revealed too much.

Clara obviously hadn't wanted to share everything with Danny. Perhaps it had been a mistake, albeit a fun one, to let him in on the true nature of their relationship. Frankly, her unwillingness confide in Danny spoke volumes to the Doctor. If she truly loved this young man, she would have been upfront with him.

He removed the sonic from his jacket pocket and quickly wiped his mind, obliterating all but the first few moments of their meeting. He implanted the suggestion that Danny was tired and wanted to as you please, he toddled off to his own flat, ready for bed.

The Doctor smiled and locked the front door. "Good riddance. I thought you'd never leave."

**12**

The Doctor found Clara in the living room, staring up at the moon. She had a glass of wine in one hand and an open bottle on the coffee table.

"Hello, Clara."

"Doctor!" She turned, gasping. Clearly, she'd been so spellbound by the moon she hadn't heard his confrontation with the soldier. _Good._

He loved hearing his chosen name on her lips. The way she shouted it frantically when they were in trouble. The way she'd purred it while he'd stroked her. He'd missed it this past few weeks.

She glanced over his shoulder. "Where is Danny?"

"He had to step out." The Doctor grinned.

"What do you mean?" she asked warily.

"Don't worry, Clara. He left in once piece." More or less. "Do you think I'd harm him?"

She bit her lower lip. "Well, I'm not completely sure one way or the other."

_Blast_. He'd really damaged their trust. He intended to rectify that tonight. "I thought we should talk."

She crossed her arms over her chest and gave him a reproving look. "Did you come to apologize then?"

"No." As soon as the words left his mouth, he wished he could snatch them back because Clara gaped at him.

He cleared his throat. "What I meant to say was, I came to explain myself."

Her features softened slightly and she waved a hand at the other end of the sofa.

The Doctor relaxed a little, maybe this would be easier than he'd originally thought. At least she hadn't thrown him out straight away.

"Would you like a drink?" she said, nodding to the bottle.

"Yes, please." Doctor sat down awkwardly, feeling all knees and elbows. As she trekked to the kitchen to retrieve another wine glass, he searched within, trying to locate some semblance of his inner sensitivity.

He strongly suspected the vast majority of his tenderness had been burned away by the fires of regeneration. What used to come naturally was now a struggle. Though, if anyone had a shot bringing it out in him, it was Clara. She alone seemed to touch his hearts.

She returned with a glass and filled it for him. The Doctor bought some time, taking a sip and fiddling with the wine glass. She sat at the far end, as far away as she could get while still sharing the same piece of furniture. He felt the loss keenly. From the very start, the need to touch Clara had been a compulsion. One he'd desperately fought in this incarnation…but ultimately lost. Being denied his drug of choice was both maddening and painful.

When he glanced up, he saw Clara's eyes had filled with tears yet again, which caused his stomach to tie itself into knots. He loathed seeing her cry. Funny, _that_. He usually found any human emotional outburst irritating, or merely unfortunate. But Clara's wide, weepy eyes ate at him. "How could you leave me? _Why_ did you leave me?"

His grip on the glass threatened to shatter it, so he set it down. "I couldn't stay, Clara. If I stayed, I would have gotten involved. I wouldn't have been able to resist" He had an inborn desire to meddle, to poke things with a stick. "Humanity had to make its own decision and I could hardly leave it up to politicians and pundits. Those sort of pudding heads always get these things wrong. Someone real, someone_ good_ had to make this choice."

She nodded, evidently sensing the truth of what he'd said. "But you were always coming back, right? You weren't even thinking of just sailing off?"

He had no idea she'd thought he'd simply left her on the moon to die. The Doctor winced.. "Of course not, Clara! I would never ever do that. Yes, I've been testing you, helping you to become stronger but I _always _have your back," he said fiercely. "And I always will. When you are in trouble, I come running."

Some of the tension in the set of her shoulders eased and her face brightened slightly. "I suppose you do."

"I wish I'd gone about this situation better. I never meant to scare you or condescend to you."

Clara swiped at her face with the back of her hand, rubbing away the tears. "I appreciate the explanation."

He waited, expecting her to throw herself in his arms or smile at him. Like an anxious student, he waited for his grade.

_Something. Anything._ Had he done enough to convince her? If he could just get her back in the TARDIS, he could convince her to say.

But Clara still remained distant, studying him coolly from her side of the couch.

The Doctor tried again. "For the record, Clara? I don't think humans are silly. Or somehow beneath me, even if I don't articulate it well. Sure, they can be troublesome and downright confusing," he griped. "Not to mention? They seem to have the worst luck when it comes to getting into alien-related scrapes." He frowned, absently rubbing his chin. "But I always sort it in the end, even if I complain about it."

"But why? Why do you even care?" she asked, shaking her head.

"Honestly? I'm not certain. But there must be reason I keep coming back, why I continue choosing human companions. In fact, I've had a stronger preference for them in recent years."

"Yes, I suspect you have taken quite a few women for a ride," she muttered under her breath.

He ignored the jibe and asked the question he'd been dreading, but needed an answer to. "Clara, are we…okay?"

She bit her lower lip and refused to meet his eyes. "I don't think so, Doctor. I appreciate the explanation and I know that was hard for you to do, but...I'm afraid I won't be able….to do this anymore."

"Do what?" he asked, feeling his hearts sink.

"Travel with you. I just can't." With that, big tears began to fall, streaking down her cheeks. "I don't trust you like I used to. You are more reckless and sort of… _cold_ at times."

"Clara," he said quickly, grasping at metaphorical straws, his mind racing. He had to intervene now or he'd find himself walking out of her life in a few moments. The Doctor needed more time to convince her, and something unique to tantalize her with, if he had any hope of keeping her. "If you don't want to travel with me anymore, I understand, but I don't think we should end it like this."

She swiped at her face with the back of her hand. "No?"

"No. Let me take you somewhere special so we can say goodbye properly. I don't want leave it like this. Do you?"

She sighed, clearly hesitating.

He sucked in a breath, waiting for her answer.

Finally, she spoke. "I-I guess not."

"Okay then." He blew out a breath, relieved. "Good." He had just bought himself some time, a stay of execution if not a pardon. The Doctor glanced at Clara who had wrapped her arms around herself. She looked as miserable as he felt.

_Stupid grey point in time_.

If it wouldn't cause anomalies, he'd go back and change the situation, how he'd presented this issue to her at the very least. His foot apparently loved to live in his mouth. "Let me comfort you," he offered, holding out his arms to her.

She stared at him but made no move to close the distance.

"Please?" The truth was, he needed to hold her, _at least_ that, even if it was the last time—a stolen moment to cherish.

Clara hesitated but finally scooted the tiniest bit closer to him and he bridged the gulf between them, put his arms around her. He tucked her head beneath his chin and rubbed her back.

It wasn't the slightest bit sexual.

No, they were both in mourning. Her, for the hero she thought she'd run away with and him for the impossible girl he could never quite possess. They rocked against one another, seeking solace. She continued to cry, hot tears wetting his shirt, and he held her, plotting furiously, using his fearsome intellect to dig himself out of this canyon.

After Clara cried herself out, she fell asleep. He'd carefully laid her back on the sofa and covered her with a blanket. He smoothed a dark curl from her face, traced the curve of her cheek. "My, Clara, I'm going to win you back." With that, he let himself out of her flat.

As the Doctor leapt back into the TARDIS, a brilliant idea came to him. Bow Tie always knew exactly what to say.

Why not ask for a consultation?

**12**

"You've redecorated," a familiar voice said as he materialized in the control room. The TARDIS lurched in protest, sending a shower of sparks over their heads. The old girl actively fought time distortions like this, but it was worth the risk to get the information he needed.

The Doctor had rigged up a small temporal displacement in the TARDIS and left an urgent, if vague, message on the com system for his former self. Predictably Bow Tie had shown up.

He'd taken over the visual interface program, effectively becoming a hologram. His younger self twirled about, taking in all of his bookshelves and blackboards. "I don't like it," he pronounced.

"I don't care," the Doctor countered. "And stop twirling about, you're making me dizzy."

The younger man paused as he scrutinized the Doctor. "Hold on a minute. I don't recognize your face!"

"You don't say?" The Doctor had forgotten how youthful he had appeared. He and Clara must have been quite a handsome couple, knocking about the universe together.

"I might be old but I know all of my former faces and you are not me. _You _shouldn't be here. I'm the last incarnation of the Doctor." Bow Tie frowned as he paced a circle around him. "Who are you? What are you doing in my TARDIS? Is this some kind of—"

"If you'll stop nattering on, I'll tell you." The Doctor impatiently gave his earlier incarnation a condensed version of the story. He concluded with the best part. "On Trenzalore you received another regeneration cycle courtesy of the Time Lords. Congratulations. It's Christmas," he said dryly.

"That's impossible! Why would they—"

The Doctor cut him off by raising the sonic screwdriver. "Here's more proof, if you need it. But we don't have much time before the TARDIS boots you from the interface program. Do you want to stand there arguing with me, or just accept it and move on?"

Bow Tie abruptly stopped talking and stared at him, evidently accepting his word, but his mouth fell open, completely gob-smacked.

The Doctor waited for it all to sink in.

Then, Bow Tie really scrutinized the Doctor, his elastic face with the enormous chin contorting into a disapproving expression. "Why are you so old? I got over my geriatric phase a long time ago."

"I'm middle-aged, not geriatric!"

Bow Tie made an appalled sound in the back of his throat.

"Perhaps we decided we needed to embrace our maturity, instead of running from it."

His younger self straightened his bow tie and crossed his arms over his chest, evidently trying to look more mature. Not that it worked. The Doctor thought his youthful doppelganger resembled a boy playing dress up. "But why in the name of sanity are you dressed like a magician?"

"Oh, yes because a fez and a bow tie is such a good fashion statement," the Doctor said sharply.

"They're cool!" he defended.

"No, no, they really aren't." The Doctor scowled at himself. "They look stupid." He ran a hand down the elegant black coat he now wore. "I look refined."

He made a face "At least _my _eyebrows aren't terrifying."

"How could they be? You don't have eyebrows!" the Doctor retorted. "Now, can we get back to the matter at hand or do you have another round of inane questions for me? Besides, it isn't like the TARDIS will allow you to remember this conversation anyway."

"I suppose you are right. Why did you call me here?" Bow Tie said petulantly.

"Clara."

His eyes widened, instantly concerned. "Is she okay? What happened? What do—"

The Doctor held up his hands. "Easy there, son. She's just fine but we had a bit of a falling out. I was hoping for your…._advice_." Oh, did it pain him to say that last bit.

"If you've hurt her, I'll—"

"You'll what? Scold me?" They both knew he was about to make an empty threat.

"Point taken," Bow Tie said. "Tell me what happened."

The Doctor sighed and then confessed the whole damn thing. Starting with his "not your boyfriend" statement right after regeneration to the moon fiasco. To his credit, Bow Tie listened quietly, taking in all the information with an uncharacteristic amount of patience.

When the Doctor finished, he sighed. It was a relief to get all of this out in the open. "Well?" he prompted. "What do you think?"

"I think you're an idiot," his younger self said succinctly.

He really couldn't disagree. "Not disputing that fact. But how do I fix it?"

"First of all, tell me what you want with her."

"I should think that was obvious," he said quietly. "We both know how we feel about her." He'd tried to make their relationship purely platonic, but it had been a losing battle from the start, especially after he'd figured out Clara's attraction to his new form.

"Yes, but Clara and I make sense together, while you look old enough to be her father."

The Doctor could feel his ire rising. "You might look young, but we are both too old for her. We could be her ancestor, not her father!"

"Yes, but you actually look it," Bow Tie said smugly.

"Clara likes the way I look."

"Do you love her? You aren't just lonely?"

The Doctor turned away, fiddling with switches on the console. Bow Tie might love a good hearts-to-hearts but he liked to play things closer to the chest. "It isn't about loneliness," he said finally.

"Good, because if it is? You should let her go. She deserves to be more than a piece of driftwood you cling to because you can't stand being by yourself, wallowing in a river of solitude."

"Thanks for the lecture. Are you going to give me advice or not?" the Doctor snapped.

Bow Tie finally nodded. "I can believe I'm having this conversation with myself!" He narrowed his eyes. "First of all, you arrange the worst sort of dates imaginable."

"I do not, I—"

"Yes, you do. I arranged for cocktails on the moon, er, egg." The Doctor smiled at that bit of knowledge. "How thrilling! A brand new creature."

"I know!" the Doctor said with a smile. "But we only have a few moments left."

Bow Tie nodded and then continued on. "You've taken her on a hunt for dust bunnies under people's beds, to lunch at a place where robots harvest organs, and visited the inside of a Dalek. Honestly, it's called romance. Look into it."

He had a point, the Doctor conceded. He hadn't really planned an outing that could be construed as romantic in quite a while. Clara had a thrill-seeker nature and he'd fed that desire in her instead. Perhaps, it was time for something a tad more traditional. He nodded. "Good advice."

"Also, this is just a guess, but you need to be less…prickly. You're going to have to open up a bit."

"I'm not prickly!" the Doctor denied.

"Really?" Bow Tie said. "Because if you were human, you'd be grouching about taxes and ordering kids off your lawn."

"Fine. I'll consider it." Perhaps he had a point. "Now, off you pop." He reached for a switch on the console to sever the connection, when his younger self forestalled him.

"So, Clara and I never…?" Bow Tie drifted off meaningfully.

"No," the Doctor said, unable to keep the cocky smile from forming on his lips. "As a matter of fact? She said you aren't her type."

"Aren't her type?" he yelped, mouth hanging open.

"She said she prefers me and thinks of you as a friend."

"A friend?" Bow Tie scowled. "Apparently, Clara has daddy issues."

It was his turn to be affronted. "She does not!"

"Fine_. Grandfather_ issues."

"I _do not_ look old enough to be her grandfather!" the Doctor shouted.

"I think you need to consult the mirror again." Bow Tie sidled up to him and pasted on his most intimidating expression, which made him look a bit like an angry puppy. "Have you and she…?"

"Oh, she and I have gotten very close," the Doctor said smugly.

"How is that fair?! I saw her first!" he insisted.

"Finders, keepers…and all that. Besides, you were the one who brought her into the TARDIS when we regenerated. You wanted her face to be the first I saw. Is it any wonder I developed an attachment?"

Bow Tie smiled sadly. "Well, I haven't done it yet, but I will have to make sure you look after our Clara. Time Lords, eh? We're like ducklings, imprinting on the first person we see."

The Doctor frowned. He wouldn't use that particular analogy, but yes, Time Lord tended to form an intense connection right after regeneration. Perhaps, because it was such a trauma.

"Amy was mine in a way Clara never was," his younger self mused.

"Yes, and that means _Clara is mine_," the Doctor pointed out. "End of discussion. Now, if you don't mind, I have a date to plan."

"Where are you taking her?" the younger Doctor asked curiously.

He paused a moment, considering. "The Orient Express. It should be quite elegant and I've heard they have a mummy on board. Clara loves excitement, so I think that calls for a mini-break!"

With that, he flicked the switch and Bow Tie disappeared.

**12**

_On the Orient Express…._

Clara and the Doctor as they stood in the hallway outside of their adjoining rooms, eyes glued on each other. She couldn't look away. After all,sShe had a horrible feeling, this trip would be the last time she saw him. He'd said he would stop by for dinners, but she couldn't quite picture the Doctor doing something so mundane.

She raised her glass to him. "To the last hurrah."

They both took a sip of wine and then the Doctor inclined his head towards his cabin. "I suppose we should turn in for the night?"

Clara didn't feel the slightest bit tired. She wouldn't mind spending the rest of the night staring at him, trying to memorize every contour of his face. "Unless?" she asked tentatively.

"Unless?" he prompted, his voice dipping an octave. She loved that slow rumble in his new voice. It touched her in places she didn't even knew she had.

"Unless you'd care to join me in my cabin?" she whispered, She swallowed the lump in her throat. "Doctor, I've been thinking about that night in your bedroom."

If this was their last night with another, why not go out with a proverbial bang? While the Doctor wasn't exactly the heroic figure she'd once thought he was, he still called to her on a level no one else in the universe did. Perhaps, because she kept living and dying all over his timeline. Could she walk away without having a bit more of him?

His nostrils flared. "You aren't the only one. I've thought of little else since," he confessed.

She opened the door to her room and beckoned him inside. "Then, I think we should make our last hurrah eventful. Don't you?"

Once they were inside and she'd shut the door behind them, the Doctor stared down at her, offering her a sad smile of his own. She reached up, traced his lips with the pad of her thumb. "See? You can do one too."

"Yes, perhaps I'm malfunctioning as well." He reached for her but she shook her head and stepped back. "No, I don't want that."

The Doctor cocked his head to the side. "You don't? But I thought-"

Clara smiled at the plaintive tone in his voice. "What I _mean_ is, I don't want you to take the lead. I want to touch you this time. I've haven't had the chance to explore you. I want _you to cede_ control to_ me_."

Clara was sorely tempted to spend the night in his arms, but would that betray her conviction to get out of this moral quagmire of a relationship? What would it mean for her burgeoning relationship with Danny?

But she couldn't just walk away from the Doctor without _something._ She needed to watch his face as she brought him pleasure. The Doctor was an enigmatic man and regardless of how much time she spent at his side, she doubted she would ever truly know him. But she needed to know what effect she had on him, at least the physical proof of that.

His eyes went hot, like twin blue flames. "Whatever you say." He said the words, but there was a promise in his tone, the promise of retribution. No one every truly had the upper hand with him. Not for long anyway.

Biting her lip, she approached him slowly. The Doctor went absolutely still staring down at her with such an intense expression, his eyes hooded, cheeks hollowed. She was suddenly aware of the nearly foot height difference between them.

Clara reached up and untied the wide black ribbon at his throat, tossed it on the bed in the cramped room. Then, undid the buttons on his crisp white shirt, slowly, revealing the silvery hairs dotting the pale skin of his chest. While he had a wiry frame, he had a surprising amount of muscle tone. After she undid the long trail of buttons, she finally tugged the shirt from his waistband. When she placed a hand against his stomach, he sucked in a breath, and his muscles contracting beneath her palm.

Clara pushed him backwards towards the bed.

Obligingly, the Doctor sat down and slid his shoes off. Clara toed out of hers as well and then straddled him, pressing him back against the pillows and lying between his splayed thighs.

They stared at one another for a moment, something bittersweet in the air between them. The Doctor reached for her again, trying to pull her down into his embrace but she shook her head. "Nope. I'm in charge. Not you. I'm going to touch you, take what I want from you this time."

He shuddered but placed his hands at his sides. "Yes, ma'am." A rueful smile tugged at his lips.

"Good boy," she murmured.

The Doctor chuckled. "I haven't been a boy in a couple of millennia and I've never been particularly good."

"I beg to differ."

Clara started with his mouth first. She kissed him softly, and then explored his lips and the cavern of his mouth with her tongue. He reached for her once more, on instinct, but then slammed his hands back down against the mattress. She knew he wanted to deepen the kiss, hold her head so he could kiss her long and deep. Instead she teased him with flicks of her tongue, little nips. Never quite giving him full access to the recesses of her mouth.

Finally, when he moaned, entreating her for more, she went for a bottomless kiss, pressing her body against the length of his and tipping his head back, kissing him breathless. His hips bucked up against her in response. She could feel the hard length of him, pressing against her hip.

When they finally broke apart, he let out a low, tormented moan. "Clara, I need more."

Clara kissed a path from his mouth to his neck, stopped there, to brush a kiss against his Adam's apple before exploring his chest with impatient fingers and little kisses.

"I believe you're trying to burn me to a cinder," he gasped.

"I'm just being thorough," she teased, kissing a path down to his waist. When she reached for the catch on his belt, he arched up She pulled down his zipper and he tilted his hips up, so she could drag the fabric down his thighs, leaving him in a pair of white silk boxers.

The Doctor reached for the waistband, ready to pull them down, but she shook her head. "Not yet," she murmured.

"Clara!"

She traced the long, hard length of him through the fabric, paying close attention to the wet spot on his shorts. As she petted him, he arched his hips in time with her. He wanted her, really wanted her.

"I need your hands on me," the Doctor growled. "Skin to skin."

She ignored him, stroking his trapped erection through the fabric. Clara marveled at the situation, having an ancient, powerful being at her mercy, begging for her touch.

His teeth sunk into his lower lip and he gripped the bedspread, clutching the fabric to keep from reaching for her. The Doctor stared at her, pinning her eyes with his own, watching her as she stroked him. His eyes were liquid steel and they looked deep into her.

Clara could read his intentions in the harsh set of his jaw, the way he moved his hips in time with her. He'd lived so many lives, loved so many women, but in this moment? She was quite sure he wanted her more than anything, _anyone._

After teasing him a few more moments, she finally reached for his boxers and pushed them down his thighs. He eagerly helped her, his fingers helping to strip the offending fabric away.

The long column of his sex pulsed with desire, the head wet and purplish red, already resting against his abdoment. She pressed a kiss to it and he arched back, mouth falling open. "Clara!"

With a sigh, she took him into her mouth, loving him with her lips and tongue. His beautiful, graceful hands came to rest in her hair, not directing, just holding her head, seeking some closer contact.

He watched her as she sucked him, nearly unblinking. Clara could feel his eyes on her, the weight of his gaze. The Doctor made the most debauched noises – pleasurable sighs, growls, and babbled pleas.

She ignored him and continued to kiss, bringing him to the brink several times until he eventually exploded in her mouth.

Clara swallowed his essence, tears slipping from her eyes.

He reached for the zipper on her dress but she shook him off. "No, that isn't what I want."

The Doctor groaned in response. "But, Clara, this is our last—"

"Hurrah, I know. But I can't sleep with you, not like this." Instead, Clara curled up next to the Doctor. She rested her head on his chest and listened to the staccato beats of his heart.

He smoothed her hair as they lay together. Somehow not taking her own pleasure with him absolved some of her guilt about the situation, even if was a pure rationalization on her part. Her resolve to leave him had nearly evaporated. She tried to imagine what her life would be like without the Doctor and she just couldn't.

Clara closed her eyes, enjoying the feel of his body bracketing hers and tried to empty her mind. She would worry about the rest tomorrow morning.


	7. Chapter 7

**Don't Stand So 7/?**

**Note: **This takes place after the events of Forest of the Night and contains spoilers for that episode.

**12**

Clara couldn't believe Danny had passed up an opportunity to see the solar flare or Red Ring Day as the Doctor called it. How many chances would you get to witness something so monumental?

She and the Doctor poked their heads out the TARDIS door to take in the view as it slowly approached, snaking around the newly green globe, a beautiful but deadly ribbon of molten gold. Overnight, forests had enveloped the land masses, and not to be outdone, the oceans had produced billions upon billions of algae blooms as well. All of it done to protect the world from a massive solar fire.

"I hope I'm right. It would be slightly awkward if the world was destroyed at this point."

Clara's eyes widened and she glanced up at the Doctor. "What?!"

He continued watching the planet curiously, ignoring her question. "There goes the planet-sized air bag. There's the trees, harvesting the solar fire," he said with satisfaction, narrating the event.

Clara continued to glare at him.

"Don't look at me. Watch!" He pressed a hand to her cheek, turning her head so she saw the solar flare pass over the world harmlessly. "I _was_ right!"

Clara took it all in, putting her anger on a low flame for the moment. After the phenomenon was over and the Doctor went sprinting to the scanners to take in the instant replay he'd recorded for himself, she went after him. "There was achance you could have been wrong?!"

"A_ slight_ chance," he admitted, studying the screen and not making eye contact. "Only three percent or so, maybe as much as five. I'm not perfect, Clara, only _very nearly_ perfect."

Her hands curled into fists. _Ugh._ Most days, he was worse than the dealing with the so-called Coal Hill Gifted and Talented group. She'd call it a dead tie between the Time Lord and Courtney Woods for most annoying person. "And you didn't think to mention it?"

The Doctor folded his arms over his chest and raised an imperious silver brow. "Would you have gotten into the TARDIS with me if I had?"

She stared at him mutinously, too stubborn to answer, but they both knew the answer was no.

"For some bizarre reason, you were determined to sacrifice yourself. You didn't want to be the last of your kind_, like me_." The last two words were an accusation.

"You aren't the last of your kind," she reminded him.

"Factually? No. Functionally? Yes, I am. The rest of my species are trapped in a moment of a time forevermore. They didn't die, but it is the same outcome for me, isn't it? I am alone. There are no others of my kind wandering around in the universe and I don't have a home planet I can go to."

She sighed, her temper leeching away. "I know and I didn't want that for myself. I've seen how painful it is for you."

He suddenly looked every single one of his two thousand years. He seemed tired, weary of the universe and the burden it had placed on him. "You might not have wanted it, but trust me, you would have adapted. Living is always better than dying, Clara. Remember that. No matter how painful it might seem. You would be amazed at what you can endure, if pressed."

"Not everyone is as resilient as you."

"You are," he said quietly and then rounded the console, closing the distance between them. "When I left you in the square, I stayed in orbit, racking my brain, trying to find a solution to save the planet, but the forest had already solved the problem for me. You didn't think for one second when I took off, I wouldn't be back, did you? If I couldn't find a solution, I would have dragged you into the TARDIS kicking and screaming if I had to. At least you'd be alive to hate me."

She didn't know whether to be cross with him or kiss him. Yet, he denied the label of hero. "I hoped you'd save yourself, but I wasn't banking on it. And, in case you've forgotten, I could _never_ hate you," she whispered.

He gave her a small smile. "Good, because I won't leave you in danger." He stood staring down at her. "That remains one constant in this universe. The Doctor will _always _come for you, Clara. Always," he said solemnly, stroking her cheek with the back of his hand. "Even when it appears I've abandoned you."

She ducked her head.

"I know you have trouble trusting me the way you used to. But I monitored the situation on the moon closely, ready to swoop in and pull you out. When the Victorian droid had you,_ I_ am the one who carried you back into the droids' lair, I was in the room with you the whole time, watching and waiting to intervene if it got too rough."

"I know." The Doctor _always_ had her back. While he might give her more than rope than he used to, she was still tethered to him.

He lifted her chin so she met his gaze. His wintry blue eyes were fastened on her, filled with an intensity that almost frightened her. Yet, somehow, she couldn't look away. It was more than care or concern. It felt more like possession, perhaps a hint of obsession, and the most unlikely of all… love.

Yes, she could see love in his eyes and she realized it had always been there. He'd obviously hidden it away from her and no wonder. How many people had he loved and lost? How many little pieces of his heart had he given away over the centuries? All of his loved ones died and left him behind to grieve by himself. No wonder he kept people at a distance.

"Then don't _ever_ ask me to leave you to die. I won't do it. I can't."

"I didn't want you to die with me," she whispered.

"But you wanted to die with _him_?" he said sarcastically. "How very beautiful and tragic! I'm sure your meaningless deaths would have been very touching."

"This wasn't about Danny!" And it hadn't been. "He saved you from a tiger today, you know. I know you don't like him, but he is pretty amazing at times."

"No, the flashlight saved us," the Doctor scoffed. "Anyone could have done it."

"You didn't," she pointed out.

He scowled at her. "How much do you really know about him, Clara?" He began to pace around the console, mumbling about acrobatic soldiers with tiger skills and the circus. He seemed agitated, his movements erratic, instead his usual fluid way of sauntering around the ship.

"He isn't a circus performer," she said irritably.

"How do you know?! You know practically nothing about the man. Yet, you insist on telling him you love him so bloody often. So, tell me. What have you decided?" he asked suddenly, pausing to pin her with a look.

She knew exactly what he was driving at, but she really didn't want to have a relationship conversation. Not now. It had been one hell of a day and she'd hardly gotten any sleep last night, having spent most of it on a cold, hard museum floor with a ragtag group of children. Today, she'd also run from wild things in the forest who wanted to eat her and faced down a solar flare to boot. She needed a warm bed and some serious sleep.

"About what?" she asked crossly.

"Don't be coy, Clara," he admonished. "You must make a decision soon, him or me. Or you can have us both, but not at the same time. This current state of affairs cannot continue."

"I know." And she did. She'd been weighing her options for weeks and it still seemed like an overwhelming decision. "It's a lot to think about."

"Allow me to help you then." He stalked towards her, his demeanor predatory.

Clara instinctively backed towards the hallway, but the Doctor still pursued her, every bit as relentless as the tiger. He quickly had her pinned her against the wall, a hand on either side of her head, her body caught between cold steel and heated man.

"What are you doing?!"

He cleared his throat, but his voice still came out raspy. "Maebh said you were thinking of me, before you knew about the forest. You were thinking of me, while you were with another man. What does that tell you?"

She shook her head, unwilling to think about it. "She's a child. How could she possibly know that?"

The Doctor sneered, rising to the challenge in her tone. "For lack of a better term, she's a psychic child, one who could read your thoughts, but by all means, if that doesn't convince you, let's consider your actions as well. The first thing you did this morning was call me."

Their hips almost touched and she could feel the heat radiating off his body, a mixture of lust and anger she wished she didn't find so damn compelling. "That's because you handle strange and unusual things."

"You weren't asking for my help, Clara, you wanted to show me something amazing, didn't you? Share something spectacular _with me,"_ he corrected. "You wanted me to see it with you."

"I also wanted your help." She couldn't help but be defensive. She'd tried to share the wonder of the discovery with Danny, but he had been predominately preoccupied with the children. It ultimately made her realize they had very different world views.

"Perhaps," he said with a smug smile. "You've also been lying to Mr. Pink a great deal. About me. I might be a little rusty on my emotional responses, but I didn't miss the pained expression on his face earlier today when he discovered you'd left your marking on-board. You were panicked when you wondered if he'd found it. For all intents and purposes, you've been having an affair with me, Clara, and you're keeping the soldier in the dark about it."

"You mean you_ knew_ he found it and you didn't say anything!?" she shouted.

"End of the world, remember? I was a little busy at the moment," he snapped. "Which brings me to my next point, why do you think you've been fibbing so much, Clara?" He got even closer and she could feel the hot, hard length of him pressed high against her belly, already eager and aroused. He was nearly a foot taller than her and, at the moment, he seemed even larger.

God, she had trouble thinking when he was this close. "Why don't you tell me? Since you seemed determined to take me to school, Doctor."

He licked his lips and the temperature notched a few degrees higher. Burning brighter than the solar fire. He leaned closer, nose to nose with her and her lips parted involuntarily, ready for his kiss.

"Oh, Clara, don't tempt me," he practically purred, his eyes becoming heavy lidded, and his mouth brushing hers softly. "If you'd like to roleplay professor and student someday, I'd love to oblige you. Who knows? Perhaps we could even swap roles back and forth." He nodded in the direction of one of the blackboards. "Those aren't the only props I have."

"How do you feel about rulers?" he murmured. "So many delightful uses for those."

Her knees nearly buckled at _that_ mental image. Clara bit her lip and he watched the movement.

He shook his head, as though to clear it. "But I digress. I think you've already made your decision, you're just too scared to admit it."

"And what do you think that decision is?"

"You've already chosen me. You are tired of living among the otters and you are finally ready to run away with me."

"People are not otters!"

"Yes, they are. Most people, anyway. They go about their daily routine, seeing only what's right before them. They go to school, to work, they pay bills, and watch movies. They aren't like you or me, those who look for the extraordinary. Those who want more out of their lives. You are finally ready to fully take me up on the opportunity I offered you from the first. You are nearly ready to run away with me. I could tell when you stepped into my shoes against The Boneless. You are no longer like the rest of your species, you are becoming like me."

There was a ring of truth in his words and it made her heart skip a beat, whether from fear or anticipation she couldn't say. Probably both. But she couldn't deal with this now, didn't want to process it. She had to shut this down. "I—"

"Don't lie to me," he said harshly. "_You will never_ lie to me again, Clara."

"I don't like being lied to either!" she snapped. "You do it all the time."

"Good. Then we're agreed. We'll pretend there is a truth field between us. Neither one of us will lie."

Clara nodded. "Do you really think it? That I'm like you?"

His eyes softened and he sighed. "Oh, you have a long way to go to become as heartless as me, Clara, but you are well on your way to seeing the universe as I do. A good man would give you up, push you towards the light and into the soldier's arms, but we've already established that I'm not quite a good man. If you are going to be dark, I want that darkness all to myself. We'll see how very morally ambiguous we can both be together."

Dear God, that shouldn't sound as decadent as it did. Just the two of them, travelling the universe together, saving people. Nothing but big ideas and big picture thinking. She bit the inside of her cheek, trying to reason clearly. "You try to be a good man," she reminded him.

"Good men don't have to _try_ to be good," he retorted. "So now, the only thing we need to sort out is whether or not you'd like me to bring you back to Mr. Pink after a few years' time."

He seemed way too self-satisfied about this whole thing. "First of all, I haven't agreed. Second, you sound so skeptical, like you doubt I'd want to come back."

"After a few years with me, I believe your perspective will change," he said confidently. "I think you'll forget all about poor soldier boy."

"Absence makes the heart go fonder!" she said, a little desperately. Clara didn't know if she was trying to convince herself or the Doctor. Danny was the smart choice. Deep down, she knew that. He could give her a real life. One with children, and a home of her own. Or she could lead a vagabond life with the Doctor, knocking about the stars together until this love story came to its inevitable tragic end.

But what a ride it would be…

"We've resorted to clichés? Very well. Keep another one in mind as well….out of sight, out of mind. Which do _you_ think is more accurate?"

Clara didn't want to admit the truth of that old adage. She didn't seem to think of Danny at all when she was with the Doctor.

The Doctor grinned, evidently guessing he'd scored a direct hit. "The important thing to take away from this conversation is the time limit. Tick tock…tick tock. Time is running out. I won't play this game forever."

With that, he bent down to kiss her and she placed a forestalling hand to his chest. "What the hell do you think you're doing?"

"Seducing you." He gave her a puckish grin. "After all, I'm a strangely compelling masculine figure."

More like a sexy stick insect. "I'm not sleeping with you."

His lips twitched. "How presumptuous of you, Miss Oswald, but you are absolutely right. We won't be fully consummating this relationship until you finally confess you are mine. No matter how much you want me. Once you've moved in with me, told me you belong to me, then I will take you properly, but not one single second before. All or nothing."

God, his arrogance! It was irritating, breathtakingly egotistical, and totally hot. "Then what are you doing? Teasing?"

"Tolling you in." He kissed her this time and she moaned into his mouth, unable to resist.

**12**

The Doctor dragged Clara with him to his leather chair and settled her crossways on his lap. He was already hard and aching for her. He couldn't resist grinding a bit against her thigh, relishing the delicious friction.

He'd been going crazy for weeks.

After dealing with the Boneless, he'd given her a bit of a breather, wanted her to figure everything out. He'd hoped she'd realize how much they were alike, where her place in the world should truly be. Namely, at his side and in his bed. It bothered him at first, thinking he'd corrupted her, but he'd slowly realized the damage had been done. No point in wringing his hands over it now.

He'd unwittingly fashioned her into the perfect partner for himself. Like River Song, she had a deep well of darkness inside, one he found fascinating. He made a point of choosing companions for their innate goodness as a counterbalance to his big picture way of thinking. The women he loved? That was an all together different matter. Even Rose had a dark side. After all, she'd Bad Wolfed away a battalion of Daleks.

Somehow, he'd tainted Clara with his way of thinking and he found that side of her addictive. It only fueled his desire for her. But he hadn't laid a finger on her since the mummy train. He wanted Clara to choose him with a clear head, unclouded by her desire. Not touching her had been _ craved_ her, daydreamed about her, and almost losing her had driven him past his breaking point. If he didn't touch her again, he'd lose his bloody mind.

The Doctor took her lips in a ferocious kiss, holding the back of her head and plundering her mouth, giving her no choice but to open for him, submit to him. He put all of his yearning for her into it, all of the desire he'd bottled up for weeks. When he finally broke their lip lock, she sucked in air, her little hands clutching at his sweater.

She was wearing wretched pants today. He much preferred her in skirts, although he'd like her to wear them without tights. Easier access that way. Perhaps thigh highs? He'd always been a sucker for costumes. He flicked open the top button and then pulled her zipper down.

She grasped the edges of the fabric, trying to keep them together. "Wait. You said we wouldn't be having sex today."

"I said we wouldn't be_ consummating_ this relationship, which means no intercourse, but believe me, Clara, there are many other ways to be sexual with one another that don't involve penetration and I've tried them all. Now, hush, and let me teach you."

Although, his body protested the decision. What he wanted more than anything at the moment was deep, thrusting penetration. Endless penetration. He longed to pin her down and push himself between her thighs, wanted to her screaming his name as he took her, fast and fierce. Needed to be inside her lush, wet, heat until he couldn't tell where she began and he ended. He wanted to be inside her so bad it physically _hurt._ If there were a way for them to share the same space, he'd gladly do it. Even being separated by a few inches bothered him. No matter how close he got to her, she was _always_ too far away.

The Doctor wrestled her out of her pants and then tugged down the serviceable white cotton underwear she wore. It pleased him that she hadn't been wearing sexy panties. After all, she hadn't anticipated seeing him today, so any frippery would have been for Pink alone.

"I'm feeling a little exposed here," she murmured as he settled her back down on his lap, bare-bottomed and breathless.

"That's what I'm counting on," he murmured, running his hand down along her flank. He wanted her to be off kilter. It would only heighten her arousal. Besides, keeping his clothing on served as a chastity belt of sorts. He palmed her sex and was delighted to find her already hot and wet to the touch. He slipped a finger inside, rotating against her little bud, his digit moving in slow deliberate circles.

Clara's eyes snapped shut and she grasped his wrist, holding him closer.

"No, look at me," he ordered. "See me."

With effort, she met his eyes and he watched the pleasure blossom on her face. She bit down on her lower lip and her eyes had become two dark pools. She moved against his hand, arching. "Doctor," she breathed. "Oh, Doctor."

Unable to help himself, he rubbed against her hip, the abrasion was both maddening and delicious as she undulated against him. With a moan, he undid the button on his trousers and lifted his hips, Clara arched up, to allow him to push them down to his knees. He still had on pants, which were stretched over his erection. He had to leave them on, couldn't risk yanking them down, or he'd consummate this relationship whether she was ready or not..

He settled Clara over him, her hips on either side of his. Her hot, wet sex soaked the fabric. He could feel it seeping against his skin. God, what he wouldn't give to slide his pants off, maybe put just the tip in. Oh yes, thick and hard at her entrance, feel her moist heat against him.

He wondered if he could convince her to do that.

_Just a little taste…_

"Doctor," she groaned, moving on him, trapping the length of him beneath her. She rode him, providing just enough friction. Damn, he needed this, needed her. He didn't think anymore, just responded to the needs of his body.

They rubbed against one another until they both exploded.

**12**

After they'd recovered, he gathered Clara in his arms and held her while she slept, her head beneath his chin. He relished the warmth of her in his arms, the feel of her body in tight against him.

He dearly hoped she could admit to herself that she wanted him, needed him. Loved him. She didn't belong with the soldier, no matter how much she might long for a regular, human life. His Clara dearly loved control and a life traveling the stars with him wouldn't give her much opportunity to control anything. But it would ultimately be more satisfiying.

And if Clara told him no? He didn't like to dwell on that possibility, but he hoped he'd find the strength to let her go. Though, a reckless part of himself wondered if he took off with her, would she eventually give in? Let go and admit she loved him? No, he wouldn't spirit her away. Would he? It wouldn't be fair.

.But then again, since when was the Doctor fair?

No. No, he shouldn't do something that high-handed. He wouldn't. The Doctor kissed the top of her head and silently prayed, to whatever deities might be listening that she chose him.

For all their sakes.


	8. Chapter 8

**Don't Stand So 8/9**

**Note:** This contains spoilers from Dark Water, so read it at your own risk. This is an AU version of the episode. What if Clara had tried to bargain with the Doctor instead of threatening him?

Clara sat in the kitchen, a rapidly cooling cup of tea in her limp hand, staring into space. Nothing felt real anymore, like she had been trapped in a dream, a nightmare really, one she could never wake up from. The days passed slowly, dripped by, like water splashing from a leaky faucet.

Danny Pink was dead. He was never,_ ever_ coming back.

Handsome, charming Danny Pink died at age thirty-two, run down on the street by a car of all things, an ordinary death for an extraordinarily normal, kind man. He didn't deserve it. Danny had earned a good, long human life. He should have had a lifetime's worth of sleepy Sundays tucked in bed with a wife who was devoted to him and loads of giggling grandchildren he spoiled. He should have had a long, illustrious teaching career. He should have had so many things.

But he was gone. Just like that.

He'd stepped off the curb and then out of existence. Clara pulled her mobile from the pocket of her hooded sweatshirt and his image appeared on the screen as she selected his number. She'd taken the photo on a sunny September morning, while they'd been waiting for a meeting to start at work. He was smiling at her, a boyish, wistful smile.

All of this was her fault.

Danny had died because of her. No one said it to her face. Everyone had been too kind to her, mouthing platitudes and offering sympathy, but she knew the truth. He'd been distracted, listening to her as she confessed all of her lies over the phone because she'd been too much of a coward to look him in the eye and tell him everything she'd done. She hadn't wanted to see the pain and inevitable disgust on his face.

He deserved better than that. No, he deserved better _than her. _

The universe owed him a proper girlfriend, one who didn't run off into space with another man every chance she got. One who didn't pine for that man while she was with Danny. With a cry, she hurled the phone at the wall and it landed with a satisfying smash before tumbling into broken bits to the floor. Just like Danny had…lying in the middle of street, bruised and bleeding, bones broken apart.

"Clara?"

Clara startled as she heard the Doctor's voice behind her. She hadn't even heard the TARDIS land, she'd been so distracted. She stood up, but refused to turn around. "What?"

She caught a flash of crimson out of the corner of her eye, but Clara didn't turn around. He stood in the center of her kitchen, and she heard him slide his hands in the pockets of his black trousers. "What's wrong?" he said softly. "I haven't heard from you in days. You haven't returned my calls and you haven't been at work or home. I've been dropping in nearly every few hours, hoping to find you."

"I've been busy." She'd been spending most of the time at her Gran's place. She'd only ventured home tonight. She calmly knelt down and picked up the remains of her mobile and chucked them into the rubbish bin. Then, poured out the cooled remains of her tea in the sink.

She still refused to look at him.

"You are distant, cold." He cleared his throat. "What's wrong?"

"Look, I can't do this right now. Can you go?"

He cleared his throat and when he spoke, his voice was hoarse. "Does this mean you've chosen the soldier?"

Clara laughed. It wasn't a pretty sound, it was filled with bitterness and sharp shards of pain.

"What's wrong?! You really want to know? The soldier," she said, with steel in her voice, "is_ dead_." She turned to see his expression, waiting to see if he took any glee he took in the news, but she couldn't read any reaction on his face.

"How?" he asked.

"He died crossing the bloody street."

The Doctor sighed. His expression was very carefully blank. "I'm sorry."

"We both know you're not. You hated him," she bit out. It felt good to have a target for her anger, the stupid, useless rage she'd been carrying around for days. The Doctor made a convenient scapegoat. He'd never liked Danny, had been jealous of him.

"No, Clara, you're wrong about that. I was irritated with the boy because he stood between us. But I _never_ hated him."

"Don't deny it."

"I thought he would never make you truly happy and I was envious that he got to share your whole life. You worked together, shared meals, and made plans. He never had to satisfy himself with being on the very edges of it. He was never _a hobby _like me."

She flinched at the pain she heard in those two words. Under normal circumstances, she'd reach out to him, explain that she'd still been miffed at being abandoned in Glasgow while he'd been "distracted" and that she'd only said it to hurt him. But she didn't have the emotional wherewithal to soothe his hurt feelings. Not now. Not today.

Besides, the truth of it was she had kept him at a distance, afraid she'd fall in love with him and then be abandoned for good. Oh, she'd hurt both men – Danny and the Doctor, keeping each of them at arm's length. Danny had shared her life, but never her heart, not in the all-consuming, soul mate sort of way he'd longed for. She loved him but not enough. Never enough. Perhaps that's why she said the words so often, trying to make herself believe it.

Ironically, because she loved the Doctor so deeply, she'd kept him at bay, relegated him to a "hobby".

The Doctor held out his arms to her. "Come here."

It was would be so easy to launch herself at him, to bury her head in his shoulder and accept his compassion. But she wouldn't. She didn't deserve absolution.

"No," she said, hugging herself.

"Come here," he repeated, brusquely, still holding his arms apart.

"No!"

"You haven't cried yet, have you, my Clara? You've been spending your time making to do lists and schedules, hiring florists and contacting relatives, handling the business of a death. You've had all of those arrangements to make but now there's nothing left to control, is there? You have no idea what to do with yourself."

"Shut up!" she said, scowling. His words hit a little too close to home.

"You can't control this, Clara. Humans die every die. It's stupid and pointless and, unfortunately, only natural."

"You've lived two thousand years, Doctor. What could you possibly know about death!?" She nearly screamed the words at him. They were ripped from her throat with more force than she intended.

For a moment, they stared at one another in awkward silence.

Finally, the Doctor spoke. "Oh, I know more about death than you, Clara," he said with a sneer. "I've felt loss more keenly than perhaps anyone in the universe. I've been doomed to have a front row seat to the ravages of death for centuries. I've lost so many people. My—"

"But you are probably never going to die, Doctor! You just got an entirely new regeneration cycle. You keep on going. Life after life. What could you possibly know about the reality of death?"

"Come here," he ordered, reaching for her, as he closed the distance between them.

She slapped his hands away and retreated closer to the sink. "Don't touch me!" She could feel the tears threatening to fall, her throat burned with the effort to keep them in. She'd stuffed it down for days. Damn him for getting her in touch with the pain. Damn him for coming here and making her feel even guiltier.

"You are grieving, Clara. You have to let it go. You have to deal with your loss and say goodbye to Danny. Keeping it bottled up doesn't work. Believe me." He offered her a sad smile. "Or else you'll end up brooding on a Victorian cloud."

She refused to wobble, to break. If she let it go, she might never piece herself back together again. Danny's death brought it all back – the loss of her mother, the sheer helplessness she'd felt. As selfish as it sounded, she wished her mother was alive now, so she could talk to her, tell her about Danny, about the Doctor. She wanted her mother more than anything. And she'd never felt more like a child, that lost and lonely girl who'd wandered away…

Before she could stop him, the Doctor made a grab for her, yanked her into his arms. He placed a fingertip to her forehead.

Clara tumbled into darkness.

**12**

She saw stars, stars twinkling overhead, hundreds of them, swirling above her.

Clara sat up to find herself in the Doctor's bed. She glanced down at herself. He'd undressed her and put her in one of the nightgown's he'd had the TARDIS create for her. It was black satin and came down to her mid-thigh.

_Oh well._ It wasn't like he hadn't seen everything anyway. She looked around the room and found the clothes he'd taken off folded neatly on the leather chair by the fire.

She hated to admit it, but she felt better. She hadn't slept well in , everything was sharper and clearer. The Doctor had knocked her out and the sleep had done her some good. Perhaps it pushed her out of that initial shock. It might have been high-handed but at least he hadn't given her any sex dreams this time. In fact, she hadn't dreamt at all, she'd just had the blissful comfort of oblivion.

And that gave her a bit of perspective. For the first time since Danny's death, she felt more like herself. For over a week, she'd been awash in a sea of meaningless pity. Cards, bouquets of fresh flowers which now rotted in vases around her living room. She had an entire freezer full of casseroles from well-meaning friends. They'd all wanted to help, but no one could help her…

Except, perhaps, the Doctor himself.

A plan began to form in her mind, a stupidly simple but wonderful plan. Danny shouldn't have to suffer for her mistakes. She'd been going about this all wrong, mourning his death, wallowing in her own selfish guilt. Now that she was awake and rested, she couldn't help but think the Doctor could fix this problem. They could swoop in and save Danny at the last minute.

_Time could be rewritten…_

All she had to do was convince him to do it. And that should be easy. Clara knew she had one hell of a bargaining chip to use. Something the Doctor wanted very, very much – enough to break all the rules and alter Danny's timeline.

She left the room in search of the Doctor.

**12**

Clara found the Doctor on the bottom floor, near the engines, standing at a small work table he'd made for himself. He had taken off his long black jacket, as well as his waistcoat. Dressed only in trousers and white shirt which he had rolled up to his elbows, he fiddled with some unknown engine part. He had the sonic out, using it on a silver cylinder in his grasp. She had no idea what it was, but his brows were furrowed in fierce concentration.

She padded down the stairs on her bare feet and he glanced up at her. Then, he gave her body a slow once over, eyes becoming heated as he took in every single inch of her body, head to toe. He licked his lips and then seemed to catch himself, because a polite mask of concern replaced the naked hunger on his face.

"Good morning, sleeping beauty," he said gruffly.

She smiled at him. "How long was I out?"

"A good ten hours or so, but I think you could have done with a little more." He narrowed his eyes. "You aren't cross?"

Clara drifted closer to the Doctor, swaying her hips as she walked. "Why would I be cross?"

"Because I knocked you out, and carried you off in the TARDIS," he said, his voice dipping lower. "Then, I undressed you."

There was a long moment of sexual tension-fueled silence between them.

He coughed. "But I kept my touch strictly platonic, of course. I swear it. Though, I didn't quite trust myself to put new knickers on you."

She knew without having to ask his motives had been altruistic. Too bad hers weren't at the moment. "Thank you. I'm actually glad you helped me sleep. I needed some rest. In fact, I'm feeling much better."

He frowned, tilting his head to the side as though he didn't quite believe her. Such a clever man. "You are?"

"Yes, much, much better."

He seemed taken aback by that. "In my experience, humans require a lot more time to process their grief." He turned the sonic on her and scanned her body, then glanced at it. "No. You still have elevated levels of adrenocorticotrophin anddehydroepiandrosterone sulphate in your system. Those hormones are associated with grief."

"Such a clinical description, Doctor," she said in a teasing tone. She laid a hand on his arm and he stared at it.

Then he met her eyes once more, confusion in their wintry blue depths. "What are you doing, Clara?"

"I need something from you, Doctor."

"Of course. Anything," he promised. His eyes glided her over once more and he took a step back from her. "Tell you what, before you ask, why don't you put on a robe? It's chilly in here. There are quite a few in your closet, if my memory serves."

Her near nakedness seemed to have scored a direct hit. Good. "I'm not cold." She sucked in a deep breath and forced herself to say the words. "I need you to fix Danny's timeline. You can prevent his death, swoop in and—"

"Clara, you can ask me for anything but _that_," he said, shaking his head sadly. "Even I cannot cheat death, Clara, and if you weren't a hormonal mess at the moment, you would see the truth of it."

"Of course you can, Doctor. All we have to do is stop him from crossing the street. That's all. One tiny little hop in the TARDIS. No big deal."

"Yes, and that little trip would promptly create a paradox. The last time one of my companions saved a loved one from an oncoming car, I got swallowed by a Reaper. Not something I'm anxious to repeat "

"What's a Reaper?"

"A big, bitey dragon type of thing," he said sharply. "But don't worry about it, because we aren't going anywhere, Clara. If it were possible to save someone so easily, don't you think I would have already offered? I have lost companions before. I would have popped in and rescued them at the last minute if it was possible but I can't. And, I won't do this now," he said firmly.

She hadn't expected an outright refusal. "But—"

"I'm very sorry Danny died. I know it's horrible and painful for you, but it is the natural order of things. When you've worked through your grief, you'll come to see that."

"But it isn't!" she cried. "It isn't the natural order. When we went to the future, we saw Danny's descendent, Orson Pink. He was meant to have children and grandchildren. He shouldn't be robbed of his rightful future. Don't you see? If we don't fix this, Orson will never be the first pioneer time traveler."

The Doctor sighed. "That was one_ possible_ future, Clara. That's all we saw. I thought it was a very probable one, but sometimes fate or dumb luck – good or bad—mucks up the works. Time travel is complicated with many more variables than you could possibly imagine. You can never quite count on the future you happen to witness."

"I know you, Doctor. There must be a way. Come on. Put that big brain of yours to work."

"No, I'm afraid I can't do that, Clara."

"I promise I'll make it worth your while," she murmured, invading his space and then sliding her hand up to his face.

He closed his eyes, seeming to relish her touch. He looked down at her with such longing. "What do you mean by that?" he whispered.

"Fix it, save Danny and I will choose you. Not just for a few years, either. For the rest of my life."

The Doctor shuddered, eyes turning to molten silver. "Pink's timeline, it was linked with yours," he said hoarsely. "How could you choose me, if you mean to make babies with him?" he asked, watching her carefully.

"You said it yourself, the future is changeable. He won't be with me, but Danny will be alive. He'll find a new girlfriend, a new future. So what if Orson isn't born? I just want him to have a future." Clara ran her hand down the length of his chest, before grasping the hem of her nightgown and pulling it over her head, before letting it fall into an ebony pool at her feet, leaving her body completely bare. "And I'll be completely yours, starting now."

"Clara!" he cried, eyes devouring her body. He reached for her and then placed his hands in his pockets. With a groan, he backed away from her, the set of his shoulders rigid. "Cover yourself. I won't be blackmailed. Not by you. Not by anyone."

She persisted, threw her arms around him, pressing her body along the length of his, she felt the hard length of him against her abdomen, pulsing with need. Even if he kept his hands in his pockets and stood rigidly in her grip.

"Let go, Clara," he said hoarsely.

Clara knew it was cruel, but she couldn't stop herself. Couldn't he see this was the perfect solution? Her conscience would be clear and she could sail off with the Doctor without any worries.

She backed them both against the engines. "You could take me right now, Doctor. Bend me over the engine and push this inside me." She reached between his legs and stroked his erection through the fabric. "You wouldn't believe how wet I am," she murmured. "I always get that way around you, like my body is preparing itself for the inevitable."

The Doctor let out a long, breathless growl and he quivered in her hold. When she met his eyes, it made her gasp. They were filled with so many emotions –hurt, love, and intense, penetrating lust.

She'd been fooling herself for so long. She loved the Doctor, was in love with him, but it wasn't what she thought love should be like. It was consuming. It brought out the very best in her, and the very worst –like he touched every aspect of her being, brought her fully, achingly to life. Danny Pink would have been the safe choice, the right choice, but he wasn't the one she wanted.

It was always the Doctor, had always been him. She was a fool to ever think otherwise.

"Please, Doctor, please do this for me."

For a moment, just a split second, he hesitated.

They stared at one another and she thought he just might break.

Then, his face grew thunderous. "No!" he shouted, grasping her shoulders and pushing her back backwards. "You've clearly gone mad from the grief. Put your clothes back on and go to your room. Immediately!"

"No!" she yelled back at him. "I'm not some child you can order to bed."

"Then, stop acting like a spoiled brat," he hissed. He pushed past her and ascended the stairs, his boots making a harsh, hollow noise. She snatched up her nightgown and threw it over her head, then went after him.

He went to the console and started hitting switches. His face was a tight, furious mask. He refused to look at her. "I said go to your room."

She had to try again. "Doctor, I-"

"Have you suddenly become simple? Or have you gone deaf?" he said sarcastically. "I. Said. Go. To. Your. Room."

She'd thought this would work, that he would do anything for her. "But I thought—"

"You thought want? That I'd be so grateful for gaining full access to that luscious little body of yours, I would ignore the consequences?" he said, turning to face her. He crossed his arms over his chest. "Clara, I want you, quite desperately in fact, but I'm not_ that_ desperate. I have a duty to protect the universe."

"There has to be another way!" she said quickly.

"None that I'm aware of and…I," he said, pausing. Then, he sucked in a breath. "I am no one's consolation prize," he muttered. "I didn't want to win you by default and certainly not as payment for some favor. You said nothing of loving _me_, of wanting _me_."

"Doctor, I—"

"Shut up. I don't want to hear anything more from you right now. You're lucky I didn't take what you offered and then booted your little arse off the TARDIS for your stunt."

She suddenly felt about two inches tall. He spoke angrily, but it was fueled by pain. She could see it on his face, though he tried to hide it. What had possessed her to try to blackmail him into this? "Doctor, I am s—"

"Don't!" he said, holding up a hand. "Spare me the apologies." He sighed, heavily. "Please, just go to your room. We will have this discussion later when I'm not so angry," he said through gritted teeth.

Ashamed, Clara slunk off to her bedroom.

**12**

An hour and two shots of whiskey later, the Doctor felt much calmer. He sat in his chair perched in the gallery and thought about Clara and himself. He honestly didn't know what to make of her actions. They needed to have a serious talk.

And what about Danny Pink?

All he had to do was not die before she made a decision. Is that so very hard? He could compete with any man, but a ghost? That seemed like a classic no-win situation. He would always be there in her memory, the perfect dead boyfriend, allotted sainthood due to his untimely demise.

So, could he fix the situation?

He'd have to contemplate that some more. He couldn't change the poor bastard's timeline that much he knew. But there had to be some sort of loophole.

Perhaps, if he just gave it more thought? He would, but unfortunately something else drew his attention.

His own nightmares. Lately, every time he'd gone to sleep he saw a strange woman in his dreams. When they spoke, the Doctor found himself on Gallifrey, walking through the Academy's garden. She'd taken his arm and make cryptic comments while they took in the view. Dark haired with bright blue eyes, attractive and dressed like a demented Mary Poppins of all things. She taunted him, telling him they knew one another. That she was coming for him, for Clara. And worst of all? She said she knew him. Very well, she'd said. In fact, they were old, old friends. They'd grown up together, attended the Academy together. . .

A Time Lord, or Time Lady in this instance.

The Doctor could think of only one person who fit that particular description. But could it be? His very own shadow self had somehow popped up once more. If he were a religious man, he'd have started praying. Indeed, God help them all.

The Master. Back from the dead, brimming with madness.


	9. Chapter 9

**Don't Stand So 9/10**

**Note:** This takes place after the events of Death in Heaven. For the purposes of this fic, Danny is indeed dead, Twelve/Clara lied up a storm and are now separated. Twelve had a visit from Santa and has now decided to check in on Clara…

**Another Note:** Thank you so much for the kind comments and PMs. I'm glad you like the story! This is the second to the last. I had intended it to be the last one, but Twelve didn't insisted on a much more elaborate consummation.

**Christmas Eve (2015), 13 months since the events of Death in Heaven…**

The Doctor told himself he'd just pop in and check on Clara. He didn't seriously believe the jolly man in the red suit could be Father Christmas. It was impossible. Scratch that—improbable. After all, he'd been fooled before by a laughing long-haired ninny in medieval Europe. Perhaps it was an alien who got his kicks bringing presents to human children. After all, the Doctor had a thing for saving humanity. To each alien his own quirks.

He doubted the man was a benevolent grandfatherly figure of human childhood legends , but he had gone on and on about how Clara wasn't coping well, how she wasn't all right.

_That_ had touched off alarm bells. Any possibility that Clara might be in trouble could not be ignored. If he didn't at least check, he'd never find any peace.

Or perhaps he just desperately wanted to see her once more…

The Doctor knew_ he_ had simply been existing since they parted ways, but he didn't care about his own happiness, but Clara's mattered a great deal. She'd been distraught over Pink's death, obviously the man meant more to her than he'd ever realized. After all, she'd been willing to basically give herself to him in order to bring P.E. back to life.

She'd pleaded with him, offered her body as a bargaining chip and he was ashamed to say he'd nearly taken her up on it. He replayed that memory in his head hundreds and hundreds of times, every single time he'd said to hell with the universe and taken her up on it. He'd pinned her against the engines and slid himself inside her snug little sheath again and again, spilled his seed inside her, made her his a half a dozen more times before reluctantly bringing Pink back to life, consequences be damned.

Then he set about making Clara fall in love with him. He fantasized about removing all traces of soldier boy from her memory and acting a bit more like the bowtied version of himself to earn her affection.

The selfish, dark part of himself wish he'd done all of that…

But the Doctor knew the game had been lost. She had chosen the soldier, saw how she'd clung to him in the graveyard. His love for her overcame his desire to have her as his own. So, he'd given her an easy out. The Mistress's fancy bracelet had created a universe-saving method of bringing Pink back. Then, the Doctor had forced himself to give her a no fuss or frill breakup at a café, all very modern and civilized. He'd managed to hold it together and appear non-chalant.

Of course, he'd spent the better part of a year afterwards in the chill of the North Pole, not wanting to see or speak to anyone. He'd filled his days with TARDIS upgrades, worked his way through every single book on his shelf, downloaded movies from the twenties and thirties to distract himself.

But still, Clara had plagued his thoughts. It was like those long endless nights on Trenzalore, when all of the town's children had gone to bed and he had nothing to busy his mind or hands with. No toys in need of mending, no Daleks to fight. Nothing but chilly nights, which he'd filled with debauched fantasies of Clara.

After he'd gotten rid of the man disguised as Santa, he'd laid in coordinates for her apartment. He'd made the TARDIS invisible and silenced the engines just in case she had company. His stomach clenched at the thought of P.E. According to the scanner it was three in the morning. Most likely, they would be asleep, which would make this so much easier. The Doctor wouldn't disrupt her life or cause a scene. He doubted he'd be able to control his own emotions, anyway. He felt too raw right now. He'd simply check in on her, catch her peacefully slumbering in the arms of the man she truly loved and then move the hell on after stealing a glimpse of her. He'd run off into the night like the thief he was.

Perhaps it was time to stop brooding by himself at the North Pole. He should probably find a nice, safe travelling companion. One who could help him heal his broken heart. Someone like Donna Noble, a friend who could make him laugh again. Yes, he should do that, even if his hearts weren't truly in it.

Cautiously, he crept from the TARDIS to find Clara seated on the couch, sitting in the shadows. She had a glass of red wine in one hand and drunkenly peered at him. From the empty bottle on the coffee table, and the opened second bottle, she was well on her way to getting blotto.

"Where the hell have you been?" she asked, before tipping her head back and swallowing the rest of her wine.

The Doctor crept closer, befuddled by her behavior. Frankly, he'd expected more of a reaction. After all, she hadn't seen him in months. Didn't she miss him? "Clara? It's me, the Doctor."  
>"Of course you're the Doctor," she said and then giggled drunkenly. "But you usually visit me when I've finished the first bottle. I'm a quarter of the way through the second. Know what that means?"<p>

He cocked his head to the side. "No."

"You're late, mister!"

She wore a plain white satin nightgown that covered her neck to knees and damn if he didn't find it charming. She looked sweet and young and oh so virginal. Gave him the wickedest of thoughts, made his pulse pick up._ She chose P.E., you old fool, get it through your thick skull._

"I visit you when you're inebriated?" he repeated dumbly, not quite getting it. What was she babbling about? He hadn't seen her for a year. Had Santa been visiting her? Had she hallucinated seeing him? What the bloody hell was going on?

"Well, I know you aren't_ really_ here," she murmured. "I'm not stupid. You're a hallucination. The real you is probably the Queen of bloody Gallifrey by now. You spend your days getting pressed up against the walls by lusty Time Ladies or Time Gentleman."

"Time Lords," he corrected automatically. She almost sounded jealous.

"Shut up, hallucination. I'm talking."

"I'm real, Clara," he said, sitting down beside her and then allowing himself the luxury of a small touch. He rested his hand on her forearm, perfectly innocent. Nothing soldier boy could possibly complain about. "I assure you I'm still a man, a flesh and blood man on your couch."

"Believe me. I've noticed you're a man." She frowned at his hand. "This is new though. I can actually feel you. You are a very realistic hallucination. I'll give you that." She tapped his hand, rubbing the back of it, before she refilled her wine glass.

Trembling, he pulled it back. The damn thing had a mind of its own, wanted to reach up and loosen the dainty blue buttons at her throat, peel back the fabric from her collarbone so he could kiss it. Perhaps, graze it with his teeth…

"Clara, it's me, I'm really here," he insisted as he snatched the wine from her and placed it back on the table.

"That's mine!"

"I think you've had more than enough."

She frowned, but made no move to grab the glass once more.

"Why aren't you celebrating Christmas?" He peered around the darkened room. She didn't have a tree or any other decorations.

"I didn't feel like this year," she said crossly. "Not much to celebrate."

"Didn't feel like it?!" Yes, something was very wrong here. The Clara he knew fussed over Christmas. She decorated, invited her family over, and even tried to hoodwink him into acting as her fake boyfriend. He forced himself to ask the next question. "Where's Danny?" _There_. He'd even used the boy's name.

She rolled her eyes. "Like you don't know. You're a hallucination, so you know everything I know. You know?" She hiccupped. "Keep up."

Despite himself, he laughed. Damn. He hadn't done so much as smile in a year.

He tried again. "Clara, it's me. I'm actually here. Please tell me what's wrong."

She eyed him once more, in a slow salacious way that made his blood start to heat. "If you were really here? I'd be on top of you by now."

The Doctor groaned and licked his suddenly dry lips. "What did you just say?" He couldn't help it, he wanted her to say the words again, revel in them if only for a moment.

"You heard me," Clara said, waggling her eyebrows in an exaggerated fashion. "I'd be on top of you right now. I'v been thinking about you Doctor. Every night, in fact. If you were next to me, I'd have your belt undone, your pants unzipped and unbuttoned and I'd be riding your—"

"Stop!" he said breathlessly. Any more of her sexy talk and he'd push her back on the couch and have his way with her. Sacrifices be damned. Although if P.E. couldn't satisfy her, he didn't deserve to keep her anyway. Clara was an intensely passionate woman.

"It's one of my biggest regrets. Not being with you while I had the chance. At the very least," she said quietly. "I should have had that much of you. We should have made a beautiful memory together."

_Oh for pity's sake…how much temptation can one man take?!_

The Doctor's hands trembled. He hadn't counted on her thinking about him, wanting him. His self control hung by a thread. He had to keep reminding himself, she was inebriated and her defenses were down. Touching her right now would be completely immoral. "We should get in you bed," he said gruffly, standing up and hauling her to her feet. He couldn't deal with drunken, sad, and apparently lusty Clara. He'd have more like with the sober version of her tomorrow morning.

She winked at him and swayed into his arms. "I thought you'd never ask! Since you're a touchy feely hallucination, maybe we should have some fun? I want you to—"

"For the sake of my sanity, don't finish that sentence. I'm not taking you to bed for sexual purposes, Clara! You need to sleep this off. I can only withstand so much temptation. Is soldier boy in your bedroom?"

"Yes," she said softly.

"Then we'll be exceedingly quiet." The Doctor towed Clara behind him into her bedroom, but he was surprised to find the bed completely empty. "I thought you said he was in here?" he muttered.

"He is!" she insisted.

The Doctor scooped her up and deposited her on the bed with a plop, before dragging a throw at the end of the bed over her. He didn't trust either of them enough to undress her and make her comfortable.

Besides, now he was getting worried. Had Danny left her? Had it driven Clara mad? For the life of him, he couldn't figure out what was going on.

He listened intently, trying to hear the sound of someone else in her flat, but he detected nothing. Clara was alone with him in her home. No Danny Pink to be found. He wished that didn't make him feel lightheaded and hopeful.

The Doctor glanced down at Clara once more, only to find her peacefully slumbering. With a sigh, he bent and kissed her forehead. "Sleep well, _my_ Clara."

Though he hated to admit it, Santa had been right. Clara needed him and he wouldn't, _couldn't_ leave until he had gotten her sorted.

**12**

_I'm not alone…_

Clara's eyes snapped open and she found a grey head resting on her shoulder. That made absolutely no sense.

Last night had been a blur of wine and regret…

But she had been alone. She glanced down yet again and then slowly eased away, letting the grey head fall back on the pillow. Clara gasped. It _was_ the Doctor. Last night hadn't been some drunken dream or hallucination. She_ had_ been speaking with the Doctor last night.

He'd come back. For her?

Clara stared down at him, scarcely believing what she was seeing. The Doctor was here, in bed with her. She tentatively reached out and patted his arm. Solid. Then, she pinched her own arm, just to make certain. Yes, she was awake. This was actually, properly real.

She thought back to last night. She vaguely remembered drinking wine, which she seemed to do with alarming frequency now, managing to polish off four or five bottles a week, all by herself. Not the healthiest of coping mechanisms, but she'd lost so much. She needed something to get her through the nights. The days were fine. Filled with work and chores, and lists to make but the evenings crept by, nothing to do but catalogue all of her sins, think about all the _what might have beens._

Along with the wine, she had a dim memory of talking to the Doctor, but that was also unremarkable. She'd had hundreds of imaginary conversations with him over the past few months, told him everything about her life, how much she missed him.

She stared down at his slumbering form and wasn't sure if she was happy, cross, or just relieved, perhaps a mixture of all three. Why had he come back?

Unwilling to wait a single second longer, she shook his arm. "Doctor, wake up!"

Startled, his eyes snapped open and he gave her that wide-eyed owlish expression for a moment, which made her feel like laughing, albeit a bit hysterical. She'd missed those expressive eyebrows.

His features settled into a pleased smile. "Good morning, Clara. I trust you are sober now?"

"Good morning," she said warily. "Yes, I'm sober."

He sat up in bed and then grabbed the sonic from his pocket to scan her. He glanced at the readings. "Hmm, a normal scan," he said thoughtfully.

Things were decidedly awkward between them. He watched her very carefully. Too carefully. Almost, as though he were observing her, gathering information. "You were expecting something abnormal?"

"Perhaps. Clara, do you see Danny in the room with us?" he said, eyes narrowing.

She raised a brow at his question. "In a manner of speaking, I suppose."

"What does that mean?" he cocked his head to the side. "Is he speaking to you right now? Do you just hear his voice?"

_What?!_ "Doctor, why are you talking to me like that?"

"Like what?"

"I don't know, like you expect me to snap any moment," she gritted out, becoming more irritated by the moment.

"Do you feel like you might snap?" he said cautiously, sliding off the bed in one smooth motion. She got the impression, he was getting prepared spring into action.

_God help me, he's playing psychiatrist._ "No, but I'm getting closer by the moment," she drawled. "Why do you think there's something wrong with me?"

"Father Christmas told me you weren't doing well."

She frowned. "Okay, I think that calls _your _sanity into question. Santa isn't real."

He pulled a face. "I know that, but I had a conversation with him, or the entity who might be posing as Santa Claus."

"I see." She didn't know quite what to make of that statement. "Why do you keep asking about Danny?"

"You told me he was in the room last night. Clara, he isn't here. In fact, I haven't seen a sign that he even lives here. There are no men's clothes in your closet, no male hygiene products in your bathroom."

Obviously, it was time to come clean. "That's because he's right there." She pointed to a curio cabinet situated along the wall. Inside it was a metal urn, engraved with the name Daniel Pink. "After the Cybermen….exploded, clouds of ash began to fall a day later, from the remains," she said, swallowing a lump in her throat. " Funeral parlors and graveyards swept up the ashes and placed it in urns for the family members of the deceased. There's no way of knowing if those are actually Danny's remains, but it is something."

"No, that isn't right," the Doctor said, turning to face her. "When he came back through the portal, his body should have been restored. I found him a loophole. All he had to do was walk through the portal. No damage to the universe."

She curled her arms around herself. "He didn't come back, Doctor. I lied. He sent the boy he shot in Afghanistan instead. I guess he accidentally killed a boy during a mission and he used the portal to save him instead of himself."

"You mean he didn't choose you?" the asked, eyebrows pulled to his hairline.

"Of course not," she said quietly. "He's a good man." She understood Danny's decision, even if it hurt. She had loved him, but not enough. Never enough. But that hadn't been Danny's fault. She'd given the Doctor her heart a long time ago. And losing both men in one terrible night had been almost more than she could bear.

"He abandoned you while he went to the afterlife in peace," he repeated, evidently astonished. "He left you in pain and alone. Don't fool yourself, Clara, he saved the boy, but part of it was about saving his own soul. If he had really loved you, he would never put his own conscience above your welfare." His eyes were lit with an almost unholy fire. "A man who truly loves you would kill for you, would do _anything_ for you, damage to his own soul be damned."

She knew what he was talking about, remembered the look on his face when he'd been about to kill Missy. "I shouldn't have asked you to kill her," Clara whispered. "She was your friend."

"You didn't. I volunteered," he reminded her.

"To save me from doing it!" she cried.

He shook his head. "Besides, Kate's father did my dirty work for me. But I shouldn't have let you shut down P.E.'s emotions. That was too much of a burden."

She expelled a breath. "It was a kindness. He'd begged me to do it, to stop the pain. I needed to do that for him, since I caused him so much of it."

"So you lied to me about P.E.," he mused, placing one long finger to his lips.

She hated to do it, but she'd had no other choice. She didn't want to obligate him to stay with her, because he would have. "Of course I lied! I went there to tell you and apologize for my behavior, but you cut me off. You seemed so happy about Gallifrey, I didn't want you to worry about me."

The Doctor started to chortle then. He bent over , bracing his hands on his knees and laughed, a deep belly one. Tears slipped from the corners of his blue eyes. "You and I?" he murmured, between laughs. "We are both very stupid."

Clara couldn't help but smile at his reaction. He seemed so much more like his younger self. "What do you mean?"

"Oh, Clara, I'm saying we made ourselves miserable for no apparent reason. I lied to you, too. About Gallifrey. The Master didn't give me the right coordinates. Of course she didn't, if only to vex me."

Clara should have been angry, but the hilarity of the situation overtook her as well. They had promised to never lie to one another and what had they done? Given each other a false happy ending to spare the other one's feelings. She started to laugh, too,holding her stomach. "You are right. We are completely stupid."

"Two idiots," he replied, falling back down on the bed. "All that pain for nothing."

She snuggled in against his body, relishing the feel of him once more. God, she'd missed this. Being with him, sharing his life. She felt the need to touch him, as though she had to prove to herself, he was real and not some grief-induced phantasm.

"Don't you know, Clara? I've missed you." He grasped her hand, threading his fingers through hers. "All this time, we could have been together."

"I've missed you terribly." She sat up to meet his eyes. "Doctor, there's something I need to tell you."

"That you are still in love with Danny Pink and you only want my friendship?" he asked softly. "I already know. I saw how you were with soldier boy in the graveyard. I could see the love in your eyes, the pain."

"But—"

"Shh Let me finish. Because I am content with your friendship as long as you are with me. I have come to the conclusion my life is better with you in it, Clara Oswald, whatever way you'll have me. We can be the best of mates, knocking about the universe together. You never have to worry about me asking you for more."

Clara hid her smile with her hand. "Oh? You just want to be friends?" She gave a dismissive shrug. "Suits me then, but for the record, I was planning on telling you how much I want you."

Suddenly, the atmosphere changed…

His eyes turned to steel. Hot, molten, steel. "You may have mentioned that last night, but I figured it was the wine talking. We all say things we don't mean when we've had a few."

"Maybe _you_ do, but alcohol may as well be a truth serum for me. I want you, Doctor."

His normally pale face had flushed red and glance down the length of his body confirmed a distinct bulge growing in his trousers. "Uh, yes, I recall. You told me if I were real, you'd be riding me." He cleared his throat. "Clara, I know you want me, but I'm not certain I can maintain those precarious boundaries. I would no doubt find having access to your body _intensely_ pleasurable, but I want more than a sexual relationship and a friendship." He licked his lips. "I am an old-fashioned man I suppose."

She shook her head. "We are both hopeless. That came out all wrong. I love you, you big idiot. I should have led with that, but I'm distracted. We're in a bed together and I'm thinking all sorts of wicked thoughts. I love you. I want you. It's always been you."

He blinked. "Say that again."

She leaned forward and kissed his mouth softly. "I love you. I want only you."

"One more time, Clara."

She smirked at him. "Oh, you're gloating now?" She laughed. " I love you, idiot."

With a growl, he lunged for her and before she knew what was happening, she was pinned beneath his lithe body. "When did you know?"

She sunk her teeth into her lower lip for a moment. "I wasn't sure until Danny died. It threw things into rather harsh perspective," she admitted. "I imagined how I would feel if you had died instead of Danny and…well, I just knew. I loved Danny, but I wasn't in love with him. His loss was terrible, awful, but it did not devastate me the way that losing you would."

He kissed her forehead, then her cheeks, the tip of her nose, and finally her mouth. Softly. Just gentle, teasing kisses. "I do believe you and I have a relationship to fully consummate." The Doctor leapt off her then and offered her his hand.

She stared at him disbelieving. "What? Why are you getting up?"

He sighed. "I should think that would be obvious. We're leaving."

Clara glared at him. "Why? You can't be seriously holding out on me now?! I'm lying in a perfectly serviceable bed."

He shook his head. "Absolutely not. This is all wrong. Our first time must be done the proper way. Which means we will be in my bedroom, which will henceforth be our bedroom. We need to be among the stars, Clara, our future is out there, not on Earth."

"Doctor, I appreciate the sentiment, but I'm ready right now." Her body was literally going haywire. She hadn't felt even remotely sexual since the last time she'd propositioned him in the engine room and frankly, she was in the midst of a code red at the moment. She needed him inside her now. They had waited long enough.

"Yes, well, _I_ am not ready."

"Are you punishing me?"

"If I were punishing you, you'd be across my lap,bare arse in the air." He waggled his eyebrows at her. "I promise you, Clara, I'm worth the wait. I have centuries' of experience."

She shuddered.

He grinned, knowing full well the effect his words had on her. "So stand up already and step into my snog box. It's time you ran away with me as it should have been from the very beginning, Impossible Girl."

With a roll of her eyes, she took his hand and followed him to the TARDIS.

**12**

One hour later, she stepped into the Doctor's bedroom. _Their bedroom_, she mentally corrected. The lights were lowered, a fire blazed in the hearth, and the only illumination was the twinkling stars overhead. She had to admit it was a much more romantic atmosphere than her bed.

She'd taken a shower and then dressed in lingerie he'd had the TARDIS make for her. It was seductive, yet innocent. A white lacy camisole, matching panties, and white thigh highs. It looked like something a bride would wear on her wedding night and frankly she felt like one, both nervous and excited.

The Doctor sat in a leather chair before the fire. He'd scooted its twin close to his own and placed a small table between them. On it, he'd placed a platter of cheese, fruit, and nuts. He was dressed in a pair of black trousers and a white button down shirt. He'd neglected the buttons near his throat, and he hadn't bothered to put cuff-links on. His grey hair was slightly fluffy, evidently he'd blown it dry after his shower. She wanted to sit on his lap, run her fingers through it, as she kissed him breathless, but she wasn't in charge. He made that clear.

When he heard her approach, he stood up and devoured her with his eyes, starting at her hair, all the way to her toes. Not missing an inch. She could feel his gaze like physical caress and instantly her body responded, wetness pooling between her thighs, her nipples aching.

He cleared his throat before he spoke. "You look stunning."

"Thank you. So do you." She approached him nervously and placed a hand on his chest, before leaning up to kiss him.

She never got the chance, his mouth swooped down to claim hers and his hand sank into her hair, tilting her back to find the perfect angle so he could consume her mouth in a deep, drugging kiss.

When he broke the lip lock, they both breathed heavily. After a moment, he cleared his throat. "Have dinner with me."

He guided her to the chair and she obligingly sat down, but it felt too far away from him. Frankly, the only thing she was hungry for was him. She glanced at the bed, which beckoned to her from across the room. "Doctor, can't we—"

"Don't say it," he whispered harshly. "Stop looking at the bed. My control is about to break."

Why was he torturing them both?! "For the love of sanity, let it. I need you!"

"No," he said fiercely. "I've pictured this moment for centuries, Clara. For you, it happened in the space of one terrible day, for me, it was closer to an eternity. Every night, alone on Trenzalore, I sat in front of the fire and pictured you. I haven't experienced the slow march of time since I was a child and you were the only thought that kept me sane. In my mind, I made love to you millions of times, so many different ways. I _will not_ rush this. I want to savor this, savor you. We will only get one first time. Let's make it perfect."

How could she argue with that?

He took a shuddering breath and then he reached for a piece of cheese. His hand shook. "Now, let me feed you. For what I have planned tonight, you're going to need your strength."

Oh, she sincerely hoped so. But she obediently opened her mouth for the morsel of cheese and _accidentally_ grazed his finger with the tip of her tongue.

He hissed in response, but kept on feeding her.

Clara wasn't sure if this was torture or a delicious tease. Perhaps a bit of both.

Regardless, the beautiful bastard didn't stop until they'd both made a big dent in the platter.

And then finally, he led her to the bed…

**To be concluded next week. **** And yes, this will be a **_**very **_**smutty finish.**


	10. Chapter 10

**Don't Stand So 10/10**

For a long moment Clara and the Doctor stared at one another.

They both sat on his bed, twinkling stars over their heads. Clara had heard the phrase getting lost in someone's eyes, but she'd never felt lost in someone else until that very moment. He had timeworn eyes, much older than even his aged face, filled with lustful longing, with sorrow, and with love. It suddenly hit her how very ancient he was, how _alien_ and enigmatic. Yet, at the same time he was achingly familiar. How dear he had become to her. She had the sense that this was a precipice. After this night, nothing would ever be the same.

"So lovely," he crooned, placing a hand on her face. "Clara, _my_ Clara, this is our beginning. It took us so long to get here. Centuries from my perspective. I have a very important question to ask you."

"What is that?" she asked breathlessly.

The Doctor reached into the pocket of his coat and removed a small black velvet box. He opened it to reveal a Victorian ring, a rose cut diamond in a silver setting. "I consulted Jenny and Vastra and they helped me pick this out for you. I believe a ring is customary for human wedding ceremonies. Clara, I love you. Will you do me the honor of marrying me?"

"Oh, Doctor." She hadn't been expecting that. "It's stunning." She met his gaze finally. His features were inscrutable and he was perfectly still, waiting. "Of course I will." She leaned forward, pressed her mouth to his, and they shared a soft, romantic kiss. Just a touching of their lips together, mingled breath, and a hint of magic.

He sighed and a slow, almost relieved smile spread across his handsome face. Had he doubted she'd say yes? He slipped the ring on her finger. "I plan on marrying you twice, Clara. One ceremony from my culture and the other in yours, surrounded by your friends and family, if you like."

"I'd love that." And she would. Although. Clara bit her lower lip, imagining the response it would get from her father. He hadn't been that keen on Danny, who was age appropriate, employed, and in all ways completely suitable. Mostly because her father didn't feel _anyone_ deserved her. She could only imagine the reaction the Doctor would get from her dad, considering the Doctor appeared to be older than him. Clara's parents had married young.

Well, he'd get over it.

She stared down at the ring on her hand. Yes, she really did feel like a bride on her wedding night. She'd never felt so happy, so treasured. But something bothered her, something she had to face. "We won't be together always."

A shadow darkened his features. "No, I can't grow old and die with you, Clara. We both know that, but I can promise you decades of love."

She nodded. "I know," she said slowly, acknowledging the truth of their relationship. "But I'm going to make the most of our time together. Will you love me when I'm old and grey?" she teased.

He rolled his eyes. "Clara, I am already old and grey. You'll just be catching up to me."

She laughed, her heart swelling. "Oh, Doctor, Im going to make it count. I'll spend the rest of my life loving you."

Unshed tears made his eyes shine and she watched as he blinked them away. "I can make you the very same promise, Clara, I will spend the rest of _my_ life loving _you_."

Her breath caught. No, she wouldn't cry. Not today. This wasn't the time to be maudlin, to think about the ephemeral nature of human beings. Today was for beginnings and happiness. She sighed and then winked at him. "But I think we've had enough playing hard to get."

He raised a brow. "If I remember correctly, _you_ have been the one playing hard to get for months."

"And now you are returning the favor? Is that it?"

"I told you, I want this to be special," he intoned solemnly. She could tell it meant a lot to him. "Tonight, I want to make love to you, I need to show you special you are to me."

Her heartbeat picked up. "No time like the present. I can't wait to be your wife, Doctor, but I'd like the honeymoon _right now_."

He chuckled. "Oh, it'll be my pleasure." And then his eyes turned to smoke and the atmosphere changed. "Now lay down, on your stomach."

Clara lay down on the bed and turned over, resting her cheek on his pillow. She could smell the scent of him, lingering on the sheets. Like the ocean, clean, and blatantly masculine. The Doctor brushed the hair away from the nape of her neck and pressed a series o open-mouthed kisses, his breath hot.

"Lovemaking has two modes, Clara. One is fast and fierce. Its about hunger and need. The other is about savoring, cherishing someone. Tonight, I want to savor you, but you will and I will explore both modes together, in exhaustive my words." He kissed her again.

She shivered in response. That area was _so_ sensitive. Her eyes closed, almost drowsy with desire.

He knew just where to touch her…

**12**

_Clara is mine…._

The Doctor could scarcely believe it. He kept pinching his arm, to make certain he wouldn't find himself all alone on Trenzalore, lost in one of his many fevered fantasies. She'd agreed to marry him, she was lying on his bed. Clara was about to be his. Completely, fully, and without any turning back.

His hand shook as he ran it down the length of her back. Then, he worked the many hooks and eyes that held her merry widow closed, baring her to his gaze. Inch by inch, he revealed her back. He loved seeing women in lingerie, like gift wrapping. He painstakingly kissed his way down, loving every inch of smooth, silken skin, he revealed.

When he'd freed her, he hooked his thumbs in the white lace of her panties and eased them down her thighs and along the expanse of her legs. He tossed them to the end of the bed and then bent over and placed his mouth at the small of her back, just where her back met her bottom, an acutely sensitive place. He kissed her there as well, tasting her. Clara groaned. Then, he commenced trailing kisses over her round little bottom. So perfect, shaped like a little inverted heart. He squeezed each cheek and barely resisted the urge to smack them lightly,watch them pinken.

Then, he flipped her over, nearly undone by the sight of her. She watched him with those wide eyes of hers, completely inflated, meeting his gaze unflinchingly. He'd always loved staring into her eyes. This particular look had everything to do with sex. Oh yes, they'd made love many times with their eyes since he'd changed.

Now, it was time for the real thing.

Eagerly, he scanned the length of her beautiful body, centering on her sex. Swollen and pink, like some sort of exotic fruit. He bent to worship her, guiding her legs over his shoulders. He kissed her at first, pressing his mouth down along the lips of her sex. He smiled against her warm flesh when he felt how wet she was, how needy she had become. Clara moaned, opening wider for, wordlessly beseeching him for more. He flicked his tongue against her clit and she whimpered in response. He couldn't get enough of her. She tasted ineffably sweet, like honey on the back of his tongue. Then, Clara undulated against his mouth, crying out as he lapped her harder and harder, bringing her to a fever pitch.

"Doctor!" she called, rolling her hips, hands fisted in the coverlet. "I need…I need…."

He knew exactly what she needed and he gave it to her.

He sucked her sensitive little nub into his mouth, drawing on it, just before he nibbled, sliding it between his teeth. Then, he slid two fingers deep inside her. He groaned as he imagined pushing his staff deep into her, feeling her squeeze him.

_No. Focus on her._

With a growl, he flicked her clitoris again, causing her hips to buck. He seized her thighs and held her still, having his way with her. He wanted Clara to come apart in his arms, give herself over to pleasure, give herself _to him_, a cry, she came and he drank her in, feasting on her sex. Until she eventually quieted.

Triumphantly, he released his hold on her, standing over the bed and enjoying the sight of her, satisfied for the moment. Sprawled on his bed, arms and legs akimbo.

_All mine._

He crossed to the fireplace and then slowly, methodically, he began to undress. He removed his coat, unbuttoned the waistcoat and folded it, placing it on the back of a chair. Then, he worked the long line of buttons on the shirt. By that time, Clara had propped herself on her elbows and watched him. She was a picture of carnality, eyes shining, legs open, revealing her glossy sex. She'd never looked so wanton, so utterly tempting.

Clara surveyed him as well, watching every movement he made. He ducked his head, suddenly shy at her intense look. "I'm older, Clara, with many flaws. Grey hair, knobby knees. I'm not like the dashing man I once I was. Nor am I beautiful, like you."

She offered him a cheeky little grin. "Beg to differ."

She drove him to the very limits of his sanity at times. "Oh, you'll beg me tonight," he promised.

She sucked in a breath and he could see the sensual little quiver run through her body and it made him smile. He unbuttoned his trousers, then unzipped himself. He pushed the material down his thighs, carrying the black boxer briefs he wore with it. They slid to the floor and he stepped out of them, baring himself completely to her wild stare.

Clara licked her lips.

In response, his manhood bucked as though already anticipating her mouth wrapped around it. His sex wept for want of her, fluid seeping from the tip. He wouldn't last long once he was inside her.

Gods, she was killing him.

The Doctor stalked towards the bed and climbed on top of her, on all fours, suspended over her prone form. He swooped down to kiss her again, this time taking her mouth fiercely. He plunged his tongue into her, echoing what he'd like to do with his swollen sex.

Enter her. Take her. Claim her.

He needed to penetrate her, to be completely inside her. It was a primitive masculine urge, one that wouldn't be denied very much longer.

_Soon….so very soon._

Then, he kissed his way to the hollow of her throat, stopping to nip it with his teeth, before descending on her breasts, plumping them with his hands then kissing them, tasting the nipples. He sucked first one and then the other into his mouth, pulling on it while she shifted restlessly beneath him. She sank her hands into his hair,holding him to her breasts as he sucked.

Then, he kissed his way to her abdomen. For just a moment, he indulged himself in a little fantasy. He trembled as he imagined the smooth plane of her stomach distending, filling with his child. It had been so long since he wanted that, a baby with a woman he loved. He could picture Clara, her belly swollen, lying beside him in bed at night and his hearts skipped a beat. Ah, but they would save that discussion for another day. Time Lords had the ability to control conception without the need of any laughable human devices like bits of rubber or pills. He wanted no more barriers between them.

With a growl, he positioned himself at her entrance, rubbed the head against her sex, reveling in the smooth, hot feel of her. He didn't think he'd ever been this inflamed, this hard. He teased her, gliding the head of his shaft over her hot, engorged folds. She felt like damp velvet. So soft and wet.

With a whimper, Clara bucked her hips, arching against him and seeking more contact. He pulled back when she tried to wrap her legs around his hips. "No, Clara,not until I say."

"But I want you inside me. Now." Her expression was forceful, hungry.

He clucked his tongue."Such an impatient girl. Turn over. On your side," he ordered.

With a sigh, she complied and he spooned her from behind, wrapping his bigger body around her smaller frame. He lifted her hip and then pushed his sex between her thighs from behind, so that he abraded her nether lips, slipping between them, causing a decadent sort of friction. They arched against once another, but he didn't let the head of his staff brush her clit often, just now and then. Enough to entice, but not satisfy.

"Doctor!" she wailed. "I _need_ you."

"Then, you'll have me, but just a taste." With a roar, he placed the tip inside her, pushing into her tight little entrance. They both groaned. He felt like he was being squeezed by a warm, silken fist. She was so tight, so perfect around him.

She tried to push back into his hips, but he placed a hand at the small of her back to prevent her. "Doctor, please!"

"Oh, I like it when you beg." It was pure ego, and he relished it. "But I need something from you first. I want you to invite me into your mind, Clara. I want a psychic link with you. I want to share your thoughts and I want to share mine with you."

The Doctor rolled them both over then, placing Clara astride his hips so that her legs were on either side of his thighs. They were both in a seated position. His length rested against her abdomen.

He cupped her face in his hand. "Will you let me in, Clara? Will you take all of me into yourself?" He wanted nothing less. "Time Lords believe in sharing themselves completely, both body and mind. I need that link with you, no obstructions."

She nodded. "Yes, Doctor."

He smiled. 'Then, place your hands on my temples and I'll do the same to you." Clara did as she was asked and he echoed the movement. "Very good. Now, close your eyes and concentrate on me." She shut her eyes and he did as well, focusing on her, sliding past her mental barriers. It was dead easy, humans didn't ward their minds and he slipped right in. Then, he opened himself to her and she tentatively probed at his thoughts. He ushered her inside, letting her see him. Know him.

For a Time Lord, largely creatures of the mind, the act in and of itself was erotic. Bodies changed, but minds never did and a great deal of the sexual in his culture was mental. With an inner smile, he unleashed a torrent of his fantasies on her, letting her see them in all their salacious glory. He wanted so many things with her. Some of them darker. Like tying her wrists and ankles to his bed posts, leaving her open and exposed to his mouth, his fingers, his manhood. Others were tender. Rocking her against her as they lay entwined. Some of them were frenzied. A hurried coupling, preferably in a semi-public space. He'd been thinking all of those cupboards in Coal Hill School could come in handy.

Clara gasped and he quickly delved in her head to see her reaction. She was smirking, amused, but turned on nonetheless by his fantasies. Then, he took a peek at her fancies. Suddenly, he saw them in the shower. She had a foot placed on the edge of the tub and he knelt between her legs, licking her madly. The scene switched to them on the edge of her bed, her legs against his chest as he stood, penetrating deeper than ever before.

With a cry, he retreated from her mind and their eyes both fluttered open. They still faced each other on the bed, staring intently.

"That was…" Clara began and then broke off. She swallowed. "I…I don't have words."

"I know." It was inexpressibly intimate, much more intense than the meeting of bodies, yet that's what he craved at the moment.

The hard length of him throbbed against her stomach, seized his erection, pumping it with her fist and his breath hissed from between his teeth. She had a way of effortlessly driving him to the edge. He thrust his hips in time with her movements, losing himself in the grip of pleasure for a moment. Then, he seized her wrist, halting her movements as much as it pained him.

"Doctor!" She strained against his hold. "I can't take anymore. I need you."

"I need you, too," he said gruffly, though he doubted she had any idea how much. Most relationships were lopsided, with one partner desiring the other more, such as was theirs. He needed Clara desperately. ..and it was time to take her.

With a growl, he spun them on the bed to reverse their positions, effortlessly pinning her beneath him. A primal part of him needed to be on the top their first time. He grasped her hips and pulled her legs around his thighs and once more, as he positioned himself at her entrance. He caressed the velvety skin of her sex with the head of his shaft, luxuriating in the silky-smooth feel of her.

"I need one word from you, Clara."

She lay beneath him, her face contorted in pleasurable anguish. "What word!?"

"Remember that night you drifted into the control room, wearing that indecently small nightgown, perched on my lap. I told you I needed one word from you." Sometimes he could be a right bastard. But he needed that recognition, that acceptance because she'd been running from him for so long, pushing P.E. between them.

"Yes!" she groaned. "_Yes_, you insufferable idiot…." She kept on muttering things, but he couldn't focus.

The Doctor lunged into her and they both groaned. He wouldn't be lasting long. He had waited forever for this. He grasped Clara's hands in his. Her eyes drifted shut as he began to thrust in earnest. "No, Clara, look at me. Be with me." They stared at one another he pushed them relentlessly to the edge of oblivion. She held him in a smooth vice grip, stroking his manhood with her sleek inner muscles. He was so close. The Doctor reached between her legs and manipulated her swollen clit until Clara howled her release beneath him, shuddering. With a growl, he came, emptying himself into her.

When he could form a coherent thought, he gathered Clara in his arms and brushed kisses over her eyes, her cheeks, and finally kissed her mouth.

"That was…that was…wow," she said simply, resting her head on his chest.

He chuckled, running a hand up and down the length of her bare arm, his thoughts already speeding to later on this evening. "That was only the beginning, Clara. You won't be sleeping tonight, just little catnaps in between lovemaking." He had plans to make good on every single one of their fantasies. And then some.

Clara turned over, pressed a kiss to his chest and grinned at him impishly. "Promises, promises."

He waggled his eyebrows. "I rarely make promises, Clara but when I do? I keep them."

She ignored his taunt and sunk her teeth into her lower lip. "So, does this mean you are finally going to tell me your name?"

"Ah, you've been hot to have that information for quite a while, haven't you?" He chuckled. "Yes, when we get married, I will tell you my name." Time Lords only divulged their names in a ceremony. While humans told everyone their names, willy-nilly without any thought to the consequences. It was ancient believe that a lot of power lay within a name, but one his people adhered to almost religiously.

"When we get married on earth, what name will we use?"

The woman never stopped. She was a force of nature when it came to organization. He rather liked running around and seeing what happened. "Clara Oswald, are you trying to plan our weddings at a time like this?"

"Control freak," she said with a shrug, by way of explanation. "So, what will it be?"

"You will be Mrs. John Smith." He hadn't really thought about it, but maybe Kate could help him secure a suitable fake ID for the occasion?

"That sounds so…generic." She scrunched up her nose. "Or you could be Mr. Oswald."

"I think not." He'd laughingly called Rory Mr. Pond, but now he was beginning to understand why that annoyed the boy.

"I think so," she countered.

He exaggerated a sigh, as though extremely burdened _Ah, two alphas in a relationship._ _Never smooth sailing_. "Something tells me I'll be visiting those otters from time to time for a good sulk."

She smiled slyly. "It's a safe bet."

"Or I could simply tie you up until you see things my way," he offered. _Hmm, that had distinct possibilities. Next up, scarves_. Yes, he could gently tie her with silken scarves, leaving her spread-eagled and helpless for him alone. "Well, Mrs. Smith, I think it's time I made good on my other promise as well, the one to make you beg."

"Do your worst, Mr. Oswald," she countered.

And the Doctor proceeded to have his wicked way with her.

**This has been a labor of love. Thank you for all of the wonderful reviews, follows, and PMs. There might be a post-script after the Christmas episode. **** Oh, hell, there probably will be…who am I kidding?! I will be concentrating most of my efforts on Spun now. **


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